Richmond City Council
January 20, 2026

PLEASE NOTE: HYBRID MEETING FORMAT

- REGULAR MEETING OF THE RICHMOND CITY COUNCIL

Tuesday, January 20, 2026, 5:00 p.m.

Community Services Building
440 Civic Center Plaza
Richmond, CA 94804
Members:

Eduardo Martinez, Mayor at Large
Jamelia Brown, Councilmember District 1
Cesar Zepeda, Vice Mayor, District 2
Doria Robinson, Councilmember District 3
Soheila Bana, Councilmember District 4
Sue Wilson, Councilmember District 5
Claudia Jimenez, Councilmember District 6
NOTICE: MASKS ARE STRONGLY ENCOURAGED!!

***REGISTER TO VOTE HERE!!***
https://registertovote.ca.gov/
The last day to register to vote for the June 2, 2026, Primary Election is May 18, 2026 The last day to register to vote for the November 3, 2026, General Election is October 19, 2026 Link to City Council Agendas/Packets
http://www.ci.richmond.ca.us/4157/City-ofRichmond-Council-Meetings

Register to receive notification of new agendas, etc.
http://www.ci.richmond.ca.us/list.aspx

HOW TO WATCH THE MEETING FROM HOME:

KCRT – Comcast Channel 28 or AT&T Uverse Channel 991.

Livestream online at http://www.ci.richmond.ca.us/3178/KCRT-Live2.

HOW TO SUBMIT PUBLIC COMMENTS:

In Person: Anyone who desires to address the City Council on items appearing on the agenda, including Open Forum, must complete and file a pink speaker’s card with the City Clerk prior to the City Council’s consideration of the item. Once the City Clerk has announced the item, no person shall be permitted to speak on the item other than those persons who have submitted their names to the City Clerk. Each speaker will be allowed up to TWO (2) MINUTES to address the City Council on NON-PUBLIC HEARING items listed on the agenda. Speakers are allowed up to THREE (3) minutes on PUBLIC HEARING items.

Via Zoom: Anyone who desires to address the City Council on items appearing on the agenda, including Open Forum, must raise their hand once public comment is open. The public speakers attending in person will be called first, followed by Zoom participants. Only those public speakers that have their hand raised once the speakers are called will be recognized.

Open Session and City Council: Please click the link below to join the webinar:
https://zoom.us/j/99312205643?pwd=MDdqNnRmS2k4ZkRTOWhlUldQOUF1Zz09

Passcode: ccmeeting

By iPhone one-tap: US: +16699006833,,99312205643# or +13462487799,,99312205643# By Telephone: Dial (for higher quality, dial a number based on your current location): US: +1 669 900 6833 or +1 346 248 7799 or +1 253 215 8782 or +1 312 626 6799 or +1 929 205 6099 or +1 301 715 8592

Webinar ID: 993 1220 5643

International numbers available: https://zoom.us/u/aehrwCgISx

To comment by video conference: click on the Participants button at the bottom of your screen and select the “Raise Your Hand” button to request to speak when Public Comment is being asked for. When called upon, press the unmute button. After the allotted time, you will then be re-muted. **

To comment by phone: you will be prompted to “Raise Your Hand” by pressing “*9” to request to speak when Public Comment is asked for. When called upon, you will be asked to unmuted by pressing *6. After the allotted time, you will then be re-muted. Instructions of how to raise your hand by phone are available at:
https://support.zoom.us/hc/en-us/articles/201362663 -Joining-a-meeting-by-phone. **

**The mayor will announce the agenda item number and open public comment when appropriate.

Via mail: received by 1:00 p.m. the day of the meeting, sent to 450 Civic Center Plaza, 3rd Floor, Office of the Clerk, Richmond, CA 94804.

1-20-26 City Council Meeting
2 Via eComments: eComments are available once an agenda is published. Locate the meeting in "upcoming meetings" and click the comment bubble icon. Click on the item you wish to comment on. eComments can be submitted when the agenda is published and until the conclusion of public comments for the agenda item. Email your comment to [email protected] should you have difficulty submitting an eComment during a meeting.

Via email: to [email protected] by 1:00 p.m. the day of the meeting.

Emails MUST contain in the subject line 1) public comments – Open Session prior to Closed Session; 2) public comments – Open Forum; or 3) public comments agenda item #__ [include the agenda item number].

Properly labeled public comments will be considered a public record, put into the official meeting record, available after the meeting as supplemental materials, and will be posted as an attachment to the meeting minutes when the minutes are posted: http://www.ci.richmond.ca.us/Archive.aspx?AMID=31

The City cannot guarantee that its network and/or the site will be uninterrupted. To ensure that the City Council receives your comments, you are strongly encouraged to submit your comments in writing in advance of the meeting.

Procedures for Removing Items from the Consent Calendar: Members of the public who request to remove an item from the consent calendar must first discuss the item with a staff member by phone or a back-and- forth email discussion, and state the name of the staff member when requesting removal of the item from the consent calendar (by 2 p.m. the day of the meeting). The procedures for discussion do not apply to items sponsored by the mayor or councilmembers.

Any member of the City Council who would like to remove an item from the consent calendar must notify the appropriate staff person and the City Clerk’s Office prior to the meeting. Although members of the City Council are encouraged to ask questions and share concerns with staff ahead of the meeting, they are not required to do so.

The Clerk’s Office must be informed of any requests to remove items from the Consent Calendar. Items removed from the Consent Calendar shall be placed at the end of the agenda for consideration.

CONDUCT AT MEETINGS: Richmond City Council meetings are limited public forums during which the City strives to provide an open, safe atmosphere and promote robust public debate. Members of the public, however, must comply with state law, as well as the City’s laws and procedures and may not actually disrupt the orderly conduct of these meetings. The public, for example, may not shout or use amplifying devices, must submit comment cards and speak during their allotted time, may not create a physical disturbance, may not speak on matters unrelated to issues within the jurisdiction of the City Council or the agenda item at hand, and may not cause immediate threats to public safety.

Click here for City Harassment Policy

Accessibility for Individuals with Disabilities: Upon request, the City will provide for written agenda materials in appropriate alternative formats, or disability-related modification or accommodation, including auxiliary aids or services and sign language interpreters, to enable individuals with disabilities to participate in and provide comments at/related to public meetings. Please submit a request, including your name, phone 1-20-26 City Council Meeting
3 number and/or email address, and a description of the modification, accommodation, auxiliary aid, service or alternative format requested at least two days before the meeting. Requests should be emailed to [email protected] or submitted by phone at 510-620-6513, ext. 9, or 510-620-6509.

Requests made by mail to City Clerk’s Office, City Council meeting, 450 Civic Center Plaza, Richmond, CA 94804 must be received at least two days before the meeting. Requests will be granted whenever possible and resolved in favor of accessibility.

Unless otherwise noted in an agenda description, all actions taken by the Council include a determination that CEQA does not apply (i.e., the action is not a project and therefore exempt from CEQA).

Disclaimer: The City Clerk's Office translates agendas to enhance public access. Translated agendas are provided as a courtesy and do not constitute legal notice of the meeting or items to be discussed. In case of discrepancy, the English agenda will prevail.

Pages
1-20-26 City Council Meeting
4 A. OPEN SESSION TO HEAR PUBLIC COMMENT BEFORE CLOSED SESSION 5:00 p.m.

B. ROLL CALL
C. CLOSED SESSION
C.1 CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION (paragraph (1) of Subdivision [d] of Government Code Section 54956.9) Mendoza v. City of Richmond•
C.2 CONFERENCE WITH LABOR NEGOTIATORS (Government Code Section 54957.6)
Agency Representatives: Sharrone Taylor, Jack Hughes, and Lisa Charbonneau
•
Employee organizations:

1. SEIU Local 1021 Full Time Unit and Part Time Unit

2. IFPTE Local 21 Mid-Level Management Unit and Executive Management Units

3. Richmond Police Officers Association RPOA

4. Richmond Police Management Association RPMA

5. IAFF Local 188

6. Richmond Fire Management Association RFMA
D. PUBLIC COMMENT BEFORE CLOSED SESSION (limited to items on the Closed Session agenda only)
E. ADJOURN TO CLOSED SESSION
________________________________________________________ 1-20-26 City Council Meeting
5 F. REGULAR MEETING OF THE RICHMOND CITY COUNCIL
6:00 p.m.

G. PLEDGE OF ALLEGIANCE
H. ROLL CALL
I. ELECTION OF THE VICE MAYOR FOR 2026
I.1 Election of the New Vice Mayor
The Richmond City Council shall elect from among its members a vice mayor to serve for 2026. In the absence or disability of the mayor, the vice mayor shall serve as the mayor. The vice mayor shall also represent the mayor upon the mayor's request. The vice mayor shall serve for a term of one year - Mayor's Office (Mayor Eduardo Martinez 510-620-6503). PUBLIC COMMENT ON THIS

ITEM MAY BE ALLOWED UNDER OPEN FORUM
J. STATEMENT OF CONFLICT OF INTEREST
K. AGENDA REVIEW
L. REPORT FROM THE CITY ATTORNEY OF FINAL DECISIONS MADE DURING

CLOSED SESSION
M. REPORT FROM THE CITY MANAGER (public comment allowed under Open Forum) N. OPEN FORUM FOR PUBLIC COMMENT
(public comment on items that remain on the Consent Calendar or items not on the agenda - limited to 2 minutes unless otherwise specified - Back and forth dialogue with the Council is prohibited)
O. CITY COUNCIL CONSENT CALENDAR
(All items placed under the Consent Calendar are considered to be routine and noncontroversial. These items will be enacted upon together with a motion and second, without discussion, of any member of the City Council, and each item shall be deemed to have received the action recommended.)
O.1 City Attorney's Office
O.1.a Legal Services Agreement Amendment No. 1 with DCI Group 12 APPROVE a legal services agreement first amendment with DCI Group to increase the payment limit by $30,000, for a total amount not to exceed $40,000, with a term ending June 30, 2026, for confidential personnel investigative services – City Attorney’s Office/Human Resources Department (Shannon Moore/Nickie Mastay/Sharrone Taylor 510-620-6600).
1-20-26 City Council Meeting
6 O.2 City Clerk's Office
O.2.a Meeting Minutes 36
APPROVE the minutes of the December 2, 2025, and January 6, 2026, regular City Council meetings - City Clerk's Office (Pamela Christian 510-620-6513).

O.3 City Council
O.3.a Request for Proposals for the City Attorney Recruitment 54 APPROVE the proposed Request for Proposals, for a new city attorney, and its publication – Mayor Eduardo Martinez (510-620- 6503), Councilmember Doria Robinson (510-620-6568), and Councilmember Sue Wilson (510-609-211).

O.3.b Letter of Support for Alliance of Californians for Community Empowerment Clean Energy and Healthy Homes Project
69 REQUEST the city manager provide a letter of support for the Alliance of Californians for Community Empowerment (ACCE) work with the Building Decarbonization Coalition (BDC) and Association for Energy Affordability (AEA) to build support for neighborhood-scale decarbonization - Councilmember Doria Robinson (510-620-6568).

O.4 City Manager's Office
O.4.a Celebration of Life Event for Betty Reid Soskin in Conjunction with Black History Month
77 APPROVE the waiver of fees associated with the use of the Richmond Auditorium in the month of February 2025 to host a celebration honoring the life of Betty Reid Soskin; AUTHORIZE City staff to support the planning and hosting of the historical acknowledgement; APPROVE the use of City funds to support the public event during Black History Month; and APPROPRIATE an amount not to exceed $12,000 – City Manager’s Office (Shasa Curl 510-620-6512).

O.4.b Release the Fiscal 2026-27 Environmental Community and Investment Agreement (ECIA) Competitive Grant
80 ACKNOWLEDGE the release of the Request for Application and Guidelines for the Fiscal Year 2026-2027 Environmental and Community Investment Agreement (ECIA) Competitive Grant Program for Categories 1-4, with an annual allocation of $715,000 – City Manager’s Office (Jora Atienza Washington/Nicholas Delgado/Guadlupe Morales/Kaitlen Burnom/ Patrick Seals 510-620- 6512).
1-20-26 City Council Meeting
7 O.5 Finance Department
O.5.a Investment and Cash Balance Report, Monthly Overtime Reports, Documentary Transfer Tax Report, and Other Post-Employment Benefits (OPEB) and Pension Report for the Month of November 2025
111
RECEIVE the City’s Investment and Cash Balance Report, Monthly Overtime Reports, Documentary Transfer Tax Report, and Other Post-Employment Benefits (OPEB) and Pension Report for the month of November 2025 – Finance Department (Emily Combs 510-620- 6740).

O.5.b Contract Amendment No. 3 with DebtBook Management Software for Debt, Lease, and Subscription Accounting
142
APPROVE a third contract amendment with DebtBook for software using the National Cooperative Purchasing Alliance (NCPA) contract, to aid the City in meeting Governmental Accounting Standard Board (GASB) 87 Accounting for Leases and GASB 96 Subscription-based Information Technology Arrangements for a term of one year beginning March 16, 2026, through March 15, 2027, and increasing the payment limit by $15,748, for a total contract amount not to exceed $70,829 – Finance Department (Emily Combs 510-620- 6740).

O.6 Fire Department
O.6.a Contract with On Duty Health, PC to Perform Annual Physicals and Wellness Exams
248
APPROVE the contract with On Duty Health, PC to perform annual physical examinations and medical screenings in an amount not to exceed $270,000, for a three-year contract term effective January 21, 2026, through January 21, 2029, with two one-year extension options not to exceed an additional $100,000 per year for the extended term – Fire Department (Chief Aaron Osorio 510-307-8021/Deputy Fire Chief Rico Rincon 510-307-8041/Battalion Chief Anthony Woodards 510-620-6989).

O.7 Mayor's Office
O.7.a Proclamation recognizing Dr. Martin Luther King, Jr. Day 321 PROCLAMATION recognizing Dr. Martin Luther King, Jr. Day, and his contributions to the civil rights movement – Mayor Eduardo Martinez (510-620-6503) and Councilmember Doria Robinson (510- 620-6568).
1-20-26 City Council Meeting
8 O.7.b Modification of City Council Liaison Appointment Cycle for Boards and Commissions
324
DIRECT city clerk to work with the Mayor’s Office to implement a two- year council liaison appointment cycle for boards and commissions, aligned with the council election cycle, while maintaining the Mayor’s authority to appoint or remove liaisons at their discretion, and DIRECT that current liaisons remain in effect through December 31, 2026, with new appointments to be made in the first quarter of 2027 following installation of new City Council – Mayor’s Office (Mayor Eduardo Martinez 510-620-6503).

O.7.c Appointment of Ana Tellez Witrago to the Community Police Review Commission
328
APPOINT Ana Tellez Witrago to the Community Police Review Commission to fill the seat currently held by Commissioner Carol Hegstrom, whose term has expired, with a new term ending November 1, 2028 – Mayor’s Office (Mayor Eduardo Martinez 510- 620-6503).

O.7.d Appointment of Charlene Engle to the Community Police Review Commission
331
APPOINT Charlene Engle to the Community Police Review
Commission to fill the seat currently held by Commissioner Oscar Garcia, whose term has expired, with a new term ending November 1, 2028 – Mayor’s Office (Mayor Eduardo Martinez 510-620-6503).

O.7.e Reappointment of Ellen Seskin to the Human Rights and Human Relations Commission
333
APPOINT Ellen Seskin to the Human Rights and Human Relations Commission with a term that expires on March 30, 2028 – Mayor’s Office (Mayor Eduardo Martinez 510-620-6503).

O.7.f Appointment of Alexander Rony to the Recreations and Parks Commission
336
APPOINT Alexander Rony to fill a vacant seat on the Richmond Recreation and Parks Commission, with the term ending on October 26, 2028 - Mayor’s Office (Mayor Eduardo Martinez 510-620-6503). 1-20-26 City Council Meeting
9 O.8 Public Works
O.8.a Agreement with Contra Costa County Flood Control and Water Conservation District for the Wildcat Creek Fish Passage Project 339
ADOPT a resolution to APPROVE an agreement with the Contra Costa County Flood Control and Water Conservation District to remit $780,000 to satisfy the City’s permit obligations associated with the Via Verdi Project and AUTHORIZE the city manager or their designee to execute necessary documents - Public Works
Department (Hillal Hamdan 510-621-1612/Tawfic Halaby 510-620- 5478/Robert Armijo 510-620-5477).

O.8.b Contract Amendment for the Fiscal Year 2024–25 Grade 5 Sanitary Sewer Rehabilitation Project
380
ADOPT a resolution and APPROVE the issuance of Task
Authorizations to Veolia Water, on behalf of the City, to manage subcontracts with APB General Engineering, VW Housen, and Questa Engineers for additional sanitary sewer line replacement and rehabilitation work, with a contract amendment amount of $4,030,385, thereby increasing the total payment limit to $6,554,348, including applicable markups – Public Works Department (Bradley Harms 307-8094/Robert Armijo 620-5477).

O.8.c Contract with J. Majors & Associates for Public Outreach Services for Capital Improvement Projects
649
ADOPT a resolution to APPROVE an After-the-Fact (ATF) contract with J. Majors & Associates to allow payment of outstanding invoices for public outreach and public information officer services in an amount not to exceed $108,160 – Public Works Department (Daniel Chavarria 620-5478/Ana Crespin 307-8095).

P. STATE OF THE CITY
P.1 Update to the State of the City Report by Mayor Eduardo Martinez 709 RECEIVE a presentation of the Annual State of the City Report from Mayor Eduardo Martinez – Mayor Eduardo Martinez (510-620-6503).

Q. NEW BUSINESS
Q.1 Port of Richmond Enterprise Fund Financial Overview Report 711 RECEIVE the Port of Richmond Financial Report and presentation, which provides an overview of Port revenue sources, tariff structures, and funding mechanisms for larger infrastructure projects – Economic Development Department/Port (Charles Gerard 510-620-6792/Rita Martinez 510-621-1546).

This item was continued from the December 16, 2025, and January 6, 2026, meetings.
1-20-26 City Council Meeting
10 Q.2 Evaluation Report by WestEd on the Richmond Fund for Children & Youth 732 RECEIVE the WestEd evaluation report, a third-party external evaluator, assessing the impact of the Richmond Fund for Children & Youth grant programs from Fiscal Years 2021–2024 – Richmond Department of Children & Youth (Patrick Seals/LaShonda White 510-307-8016). This item was continued from the December 16, 2025, and January 6, 2026, meetings.

Q.3 Restorative Process with the Mayor and the Richmond Jewish Community 845 ACKNOWLEDGE the Mayor’s participation in an antisemitism training led by trainers recommended by Temple Beth Hillel leadership, offer City Council members the option to attend voluntarily, DIRECT the Mayor to meet with Rabbi Saxe-Taller at least two additional times in the first quarter of the year, and DIRECT the Mayor to issue a public apology at a City Council meeting and in a local newspaper - Mayor’s Office (Mayor Eduardo Martinez 510-620-6503).

Q.4 Formal Censure of Mayor Eduardo Martinez for Antisemitic Conduct and for Actions Inconsistent with the Duties and Standards of the Office 847
ADOPT a resolution formally censuring Mayor Eduardo Martinez for antisemitic conduct and for actions inconsistent with the duties and standards of the office - Vice Mayor Cesar Zepeda (510-620-6593)/ Councilmember Jamelia Brown (510-412-2050).

Q.5 Consultant Engagement for Community Input on Polluters Pay Settlement Funds
854
DIRECT the city manager to engage a consultant to collaborate with City staff, City Council, and community stakeholders to conduct community engagement and gather input on a framework for the expenditure of new General Fund revenues generated by the Polluters Pay Settlement, with the consultant reporting back to the City Council by May 26, 2026 - Councilmember Claudia Jimenez (510-620-6565), Mayor Eduardo Martinez (510-620-6503), and Councilmember Doria Robinson (510-620-6568).

Q.6 Community Meetings to Gather Community Input on How to Spend the Community Money; Chevron Settlement Funds
864
DIRECT the city manager, or their designee, to schedule and lead a minimum of six community meetings each year, all around the City in each district, to gather input from the community on how to spend The Community Money:

Chevron settlement funds, prior to the annual budget meeting – Vice Mayor Cesar Zepeda (510-620-6593).

R. REPORTS OF OFFICERS: REFERRALS TO STAFF, AND GENERAL REPORTS (INCLUDING AB 1234 REPORTS)(limited to two minutes per Councilmember) S. ADJOURNMENT
________________________
1-20-26 City Council Meeting
11

January 6, 2025

City Attorney's Office

DATE: January 20, 2026
TO: Mayor Martinez and Members of the City Council
FROM:

Shannon Moore, Interim City Attorney
Nickie Mastay, Deputy City Manager- Internal Services
Sharrone Taylor, Director of Human Resources
Subject:

Legal Services Agreement Amendment No. 1 with DCI
Group
FINANCIAL IMPACT: These services are considered part of the program administration costs and are included within the approved fiscal year 2025-2026 Human Resources and Risk
Management budgets. The services are provided at an
hourly rate so the actual amount could be less (Human
Resources Legal Services Account Code: 01181016-
400206 and Risk Management Legal Service – Non-
General Fund Account Code: 50182316-400206).

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

The City Council’s approval is needed to approve legal
services agreements for employment attorneys to
conduct confidential personnel investigations.

RECOMMENDED ACTION:

APPROVE a legal services agreement first amendment
with DCI Group to increase the payment limit by $30,000, for a total amount not to exceed $40,000, with a term
ending June 30, 2026, for confidential personnel
investigative services – City Attorney’s Office/Human
Resources Department (Shannon Moore/Nickie
Mastay/Sharrone Taylor 510-620-6600).

AGENDA
REPORT
12

January 6, 2025
DISCUSSION:

The City is responsible for addressing complaints of discrimination, harassment, and retaliation by promptly conducting thorough and unbiased personnel investigations.

Additionally, the City investigates other workplace issues, including employee complaints, when necessary. When an external personnel investigation is required, the City enlists the services of specialized firms which have highly skilled employment law attorneys to conduct personnel investigations, such as the DCI Group.

The City Attorney’s Office and Human Resources Department entered into a legal services agreement for $10,000 with the DCI Group to conduct a time sensitive investigation and are requesting an amendment to increase the payment limit. The DCI Group is an investigations law firm that specializes in an array of investigations. DCI Group has proven satisfactory in their services. Continuing the working relationship with this firm will ensure ongoing critical investigations are conducted timely and provide stability and consistency in the investigations process.

The City Attorney's Office and the Human Resources Department are requesting approval of a legal services agreement amendment with DCI Group to increase the payment limit by $30,000 for total not to exceed amount of $40,000.

DOCUMENTS ATTACHED:

Attachment 1 – Legal Services Agreement with DCI Group
Attachment 2 – Proposed Legal Services Agreement Amendment with DCI Group

13 1
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LEGAL SERVICES AGREEMENT

BY AND BETWEEN

THE CITY OF RICHMOND
AND
DCI GROUP P.C.

PREAMBLE

This legal services agreement (“Agreement”) is made and entered into on this 25th of AUGUST 2025 (the “Effective Date”) by and between the City of Richmond, California, a chartered California municipal corporation (“City”), with its principa l place of business located at 4 50 Civic Center Plaza, Richmond, California 94804 and DCI GROUP P.C., comprised of attorneys licensed to practice law in the State of California and private investigators licensed by the State of California (“Special Counsel”) with its principal place of business located 4096 Piedmont Ave., #828, Oakland, CA 94611 . Special Counsel may be referred to herein individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”

RECITALS

The following recitals are as follows:

A. City desires to secure professional services more fully described in this Agreement; and,

B. Special Counsel represents that it has the professional qualifications, expertise, necessary licenses and desire to provide legal services of the quality and type, which meet objectives, and requirements of City.

AGREEMENT PROVISIONS

The Parties agree as follows:

1. RETENTION OF FIRM.

A. City hereby confirms, retains and authorizes Special Counsel to represent City and provide legal services as may be requested, from time to time, orally or in writing, by authorized representatives of City on an as -needed basis. By this Agreement, City is retaining Special Counsel and not individual members of the Special Counsel. Special Counsel’s client is the City, as a public entity, and not any of its individual members, groups of individuals or any other entity.

B. The Special Counsel shall report to and receive direction from the City Attorney or the Director of Human Resources only and not from any other Department Head or City staff.

C. Special Counsel shall perform such legal services for and on behalf of City under the primary direction of the City Attorney. Special Counsel shall undertake, subject to approval of the City Attorney, additional duties as may be authorized by City from time Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 14 2
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to time under the terms and conditions of this Agreement.

2. DESCRIPTION OF SERVICES TO BE PROVIDED.

See “Scope of Work” in Exhibit A.

3. TERM OF AGREEMENT.

The services of Special Counsel are to commence upon the Effective Date of this Agreement and shall terminate on June 30, 2026, unless the parties extend the Agreement in writing.

The services shall be undertaken and completed in such sequence as to assure their completion as expeditiously as is consistent with professional skill and care.

4. ASSIGNMENT OF DUTIES.

It is contemplated that no other attorney will be assigned from Special Counsel other than STACI DRESHER, NICOLE BUSSI, AND ANDREW LARSON. It is agreed by and between the Parties that should it be desira ble for any attorney other than STACI DRESHER, NICOLE BUSSI, AND ANDREW LARSON to work under this Agreement, such attorney may only be added with the express oral consent of the City Attorney. Should any associate in the Special Counsel be assigned any task under this Agreement that exceeds three (3) billable hours per month, City Attorney should approve the assignment of such associate orally.

5. PUBLIC FUNDING.

Special Counsel and City mutually recognize that Special Counsel’s services under this Agreement are being paid for with tax dollars from citizens and taxpayers of the City of Richmond, California, and that, given this fact, a heightened duty of care exists in both Special Counsel and City to ensure that Special Counsel scrupulously adheres to principles of moderation, frugality and cost consciousness in carrying forth the goals of this Agreement. Special Counsel and each of its attorneys pledge themselves to scrupulously observe a duty of reasonableness and cost-effective representation in all aspects of this Agreement.

6. PAYMENT FOR SERVICE.

In consideration for Special Counsel’s performance of legal services on behalf of City under the terms of this Agreement, and upon review and approval of Special Counsel’s bill by the City Attorney, Special Counsel shall be compensated at the preapproved hourly rates and for authorized expenses set forth in the “Scope of Work and Schedule of Fees and Charges” set forth in Exhibit A, attached and incorporated by this reference. Fees for services performed by retained consultants, subcontractors, experts or other personnel may be billed to City only if approved in writing by the City Attorney. Exhibit A may be amended from time to time by letter agreement duly signed and approved by the City Attorney.

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7. BILLING INVOICES.

Special Counsel shall, within thirty (30) days after the end of each month in which services are performed under this Agreement, submit to the City an itemized bill describing in detail the specific services performed as set forth in this Agreement. Special Counsel shall adhere to the Protocols and Guidelines set forth in Exhibit B, attached and incorporated by this reference. The bill shall be electronically submitted to [email protected] and [email protected].

8. PROJECT PLAN AND BUDGET AND RESERVES.

Special Counsel shall provide a project plan and budget for any project or case assigned to Special Counsel under this A greement. Project plans and budgets shall conform to the guidelines set forth in Exhibit C (Project Plan and Budget).

9. BILLING.

Special Counsel shall scrupulously examine all bills submitted for services rendered under this Agreement to assure that appropriate billing judgment is employed in billing City for service. Special Counsel shall not bill for hours other than those hours expressly devoted to the tasks approved in advance by the City Attorney. Special Counsel agrees it will not bill for time, which is not specifically devoted to the task(s). Special Counsel shall not use legal professionals for secretarial work and under no circumstances shall Special Counsel have lawyers billing for making copies, scheduling appointments or taking care of matters or work that would otherwise be work performed by a law clerk, assistant or secretary.

10. TERMINATION.

Either Party may terminate this Agreement by providing written notice to the other. Any termination hereunder shall become effective immediately upon receipt of written notice of termination; provided, however, that Special Counsel may exercise its right of termination only to the extent and under terms and conditions consistent with the obligations of Special Counsel under the Rules of Professional Conduct of the State Bar of California; and provided, that in the event of termination, the amount due Special Counsel for services rendered and costs and expenses incurred prior to termination shall remain due and payable.

Special Counsel agrees to turn over to any attorney substituted in its place, the entire file and attorney work product regarding any such matter within seven (7) days of any such termination.

11. CONFLICTS OF INTEREST.

A. No member of the governing body of the City, and no other officer, employee or agent of the City who exercises any discretion, function or responsibility in connection with the carrying out of any project to which this Agreement pertains, shall have any personal interest, direct or indirect, in this Agreement.

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B. Special Counsel agrees to secure the informed written consent of the City Attorney before accepting any representation adverse to the City (actual or apparent) during the term of this Agreement, and to forego the representation if the City Attorney, in his or her sole discretion, objects for any reason. This provision is intended to provide rights to the City above and beyond the rights Special Counsel owes to the City under all applicable rules of professional conduct relating to conflict of interest.

12. ASSIGNMENTS AND SUCCESSORS IN INTEREST.

City and Special Counsel bind themselves, their partners, successors, assigns, executors and administrators to the terms of this Agreement. Except as otherwise set forth in this Agreement, no interest in this Agreement or any of the work provided for in this Agreement shall be assigned or transferred, either voluntarily or by operation of law, without the prior written approval of the City Attorney.

13. AUDITS, RECORDS, AND DOCUMENTATION.

A. The City and any other federal, State or l ocal governmental agency, and any of their authorized auditors or representatives, including auditors, shall have access to, and the right to audit and reproduce any of Special Counsel's records to the extent the City or such other governmental agency deems necessary to ensure that City is paying only the amounts to which Special Counsel is properly entitled or for other purposes relating to the Agreement. Special Counsel shall assist the City in responding to any requests from the City’s auditors, and Special Counsel shall not bill the City for any time spent responding to any such audit requests.

B. Special Counsel shall maintain complete and accurate records of the services provided to City and expenses incurred on behalf of City. Special Counsel shall maintain and preserve all such records for at least three (3) years after termination of the Agreement or until an audit has been completed and accepted in writing by City. Upon written notice by the City, the Special Counsel shall promptly make all such records available to auditors or other representatives of the City or other governmental agencies.

14. NON-DISCRIMINATION.

A. Special Counsel agrees to observe the provisions of Section 2.28.030 of the Municipal Code of the City of Richmond, obligating every contractor or subcontractor under a contract or subcontract with the City of Richmond for services to refrain from discriminatory employment or subcontracting practices on the basis of the race, color, sex, sexual orientation, gender identity, religious creed, national origin or ancestry of any employee, any applicant for employment or any potential subcontractor.

Said Section 2.28.030 is, by this reference, a part of this Agreement.

B. If Special Counsel is found in violation of the nondiscrimination provisions of the State of California Fair Employment Practices Act or similar provisions of federal law or executive order in the performance of this Agreement, it will be in default of this Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 17 5
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Agreement. Thereupon, City will have the power to cancel or suspend this Agreement, in whole or in part.

15. HOLD HARMLESS/INDEMNIFICATION.

Special Counsel agrees to indemnify, hold harmless, release and defend to the maximum extent permitted by law, and covenants not to sue, the City, its City Council and each member thereof, and its officers, employees, commission members and representatives, from any and all liability, loss, suits, claims, damages, costs, judgments and expenses (including attorney’s fees and costs of litigation) which in whole or in part result from, or arise out of, any negligent acts, errors or omissions (including, without limitation, professional negligence) of Special Counsel, its employees, representatives, subcontractors, or agents in connection with the performance of this Agreement. This Agreement to indemnify, hold harmless, release and defend includes, but is not limited to, personal injury (including death at any time) and property or other damage (including, but without limitation, contract or tort or patent, copyright, trade secret or trademark infringement) sustained by any person or persons (including, but not limited to, companies, or corporations, Special Counsel and its employees or agents, and members of the general public).

16. INSURANCE REQUIREMENTS.

Special Counsel shall maintain in full force and effect the following insurance policies:

A. Commercial general liability policy (bodily injury and property damage); B. Worker’s compensation/employer’s liability policy;
C. Business automobile liability insurance policy; and, D. Professional liability policy.

Said policies shall be maintained with respect to employees and vehicles assigned to the performance of work under this Agreement with coverage amounts, endorsements, certificates of insurance and coverage verifications as defined in Exhibit D, attached to this Agreement and incorporated by this reference.

17. CONFIDENTIALITY AND MEDIA STATEMENTS.

The data, information and reports acquired or prepared by Special Counsel in connection with matters upon which the City has retained Special Counsel shall not be shown or distributed to any other public or private person or entity except as authorized by the City Attorney and in no event prior to having been first disclosed to the City Attorney. All information, documents, records, reports, data or other materials furnished by City to Special Counsel or other such information, documents, records, data or other materials to which the Special Counsel has access during its performance pursuant to this Agreement are deemed confidential and shall remain the property of City. Special Counsel shall not make oral or written disclosure of such documents or materials, other than as necessary for its performance under this Agreement, without the prior written approval of the City Attorney.

Special Counsel shall not provide any written or oral statements to the media without the prior written authorization of the City Attorney.

Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 18 6
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18. AMENDMENTS.

This Agreement, including any Exhibits attached to it, represents the entire understanding of the Parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may be modified only by a written amendment duly executed by the Parties to this Agreement.

19. ENGAGEMENT OF OTHER COUNSEL, SPECIALISTS, OR EXPERTS.

Special Counsel will not engage or otherwise incur an obligation to pay other counsel, specialists, or experts for services in connection with t his Agreement without the prior written approval of the City Attorney.

20. NOTICES.

All notices, pleadings, reports or other communication to the Parties shall be properly sent via electronic mail to [email protected] and [email protected], and to Special Counsel at its principal place of business listed on page one of this Agreement.

Either Party may change its address for receipt of notices under this Agreement by notice given in the manner provided herein.

21. LAW GOVERNING AGREEMENT.

This Agreement shall be interpreted under the laws of the State of California. All claims or controversies arising out of or related to performance under this Agreement shall be submitted to and resolved in a forum within Contra Costa County.

22. INVALID PROVISIONS.

If any provision of this Agreement is held to be illegal, invalid or unenforceable, in full or in part, then such provision shall be modified to the minimum extent necessary to make the provision legal, valid and enforceable, and the other provisions of this Agreement shall not be affected thereby.

23. LICENSE REQUIREMENTS.

Special Counsel shall demonstrate that the attorney(s) who provide legal services to City under this Agreement are licensed to practice law in the State of California and, if not, indicate to the satisfaction of the City Attorney why such license is not required to perform the services required.

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24. SANCTUARY CITY CONTRACTING ORDINANCE COMPLIANCE STATEMENT.

Contractor agrees to comply with the provisions of the Richmond Sanctuary City Contracting Ordinance (SCCO, Ordinance No. 12-18). Contractor must submit the Sanctuary City Compliance Statement included herein as Exhibit E along with the bid or proposal prior to execution of the contract.

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The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives. It is the intent of the Parties that this Agreement shall become operative on the Effective Date.

DCI GROUP P.C.

By:_______________________________

Title:_____________________________

CITY OF RICHMOND

____________________________
City Manager

Name:______________________

APPROVED AS TO FORM:

__________________________
City Attorney

ATTEST:

__________________________
City Clerk
Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 President
Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D Nickie Mastay
21 Exhibit A

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SCOPE OF WORK AND SCHEDULE OF FEES & CHARGES

Scope of work:

Special Counsel shall conduct confidential internal personnel investigations.

Special Counsel’s points of contact in the City of Richmond City Attorney’s office are:

Dallae Chin, Senior Assistant City Attorney

Schedule of Fees & Charges:

Hourly Rates

STACI DRESHER, ATTORNEY-INVESTIGATOR $450/hour
NICOLE BUSSI, ATTORNEY-INVESTIGATOR $425/hour
ANDREW LARSON , INVESTIGATOR $325/hour

COMPENSATION

Only those costs and expenses set forth in Section III of Exhibit "B", entitled "Reimbursements" shall be paid to Special Counsel.

Total compensation for legal services and reimbursements shall be charged in accordance with Exhibits "A" and "B" and shall not exceed the sum of TEN THOUSAND ($10,000) for attorneys’ fees and reimbursements.

Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 22 Exhibit B

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BILLING PROTOCOLS/GUIDELINES

The City of Richmond (“City”) has adopted the following protocols for billing, budgeting, and planning for projects involving outside counsel. Special Counsel will be required to comply with this protocol. If you have questions concerning it, please contact the City Attorney for clarification. In the event you wish to negotiate changes due to the internal operation of your firm, please raise them in writing as soon as possible. Any changes to this protocol will need prior, written approval from the City Attorney. In the interest of fairness, all Special Counsel is required to comply with this protocol. This protocol is also to be used in conjunction with any new proposal for services.

These protocols and guidelines are instituted to ensure that Special Counsel conveys the information necessary for the City Attorney to manage outside projects and litigation.

Also, because these guidelines are set out in advance, they are designed to minimize any confusion or misunderstanding. Compliance with these guidelines should enhance the attorney-client relationship. If you have any comments or suggestions that could improve this system, please feel free to contact the City Attorney.

I. BILLING FORMAT
Unless otherwise agreed, the following information must be provided in monthly bills:
a. A detailed description of work, in time increments of .1 hour (one tenth of an hour) for and by each and every individual billing services. b. Identification of the lawyer who is in charge of the matter. c. Reasonably detailed disbursement breakdowns with backup documentation of any individual charge exceeding $100.00.
d. Each billing item must be separately stated on a separate line identifying the individual performing the services, the time spent and the exact nature of the service rendered.
e. When charges are made for research time, the specific issue being researched and the need for the research should be identified.
f. Each item billed should be coded to a specific litigation budget line item, if applicable.
g. The City Attorney reserves the right to request various levels of detail and specific formats (such as columnar comparisons with established budgets).

Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 23 Exhibit B

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II. BILLING GUIDELINES

a. All tasks set forth in Special Counsel’s billing documentation shall be specific and detailed. Overly generalized listings of task descriptions such as “review contract” or “prepare for negotiations” are not acceptable. b. Billings under this Agreement shall not be provided in more than six (6) minute increments and shall represent the devotion of a full six minutes before an increment is billed. Under no circumstances shall Special Counsel use “block billing” procedures, wherein a list or series of activities is done each day with only an aggregate amount of time specified. c. Special Counsel shall keep the City advised of the identity and billing rates of those people working on the project account.
d. All time shall be billed within 30 days of the end of the month in which services were performed.
e. Counsel shall advise City whenever it anticipates the amount of services necessary to properly execute the task will exceed the amount of the contract.

When accrued billings are equal to eighty percent (80%) of the Payment Limit, written notice shall be given to the City as soon as possible, via e-mail, to the City Attorney’s Office, of this fact. In order to satisfy this notification requirement, Counsel shall monitor its accrued billings on a weekly basis and immediately notify the City Attorney if the eighty percent (80%) threshold is met. Special Counsel acknowledges the fiscal constraints on City funding and therefore Special Counsel assumes risk of non-payment for services rendered in the event the amount of services rendered exceeds the amount of the contract unless prior written authorization is received. Authorization to exceed the amount set forth in Exhibit A may be given only by City Attorney in writing.
f. Only those attorneys approved by the City may bill on the case. g. The City expects the attorney assigned to the case to handle all significant matters in the litigation. The City Attorney must approve in advance the assignment of other attorneys to the litigation or project. The City may request that the assigned work be instead handled by the primary attorney. h. Special Counsel shall not charge for more than one attorney at any hearing, deposition, or meeting of any kind without advance approval of the City Attorney.
i. No more than two paraprofessionals may bill on a particular case without the prior approval of the City.

Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 24 Exhibit B

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j. The City has retained Special Counsel for its expertise, and therefore expects not to be billed for introductory or background research. City appreciates when Special Counsel has researched an issue previously and uses that research on present cases or projects. Do not charge the City for work Special Counsel has done and billed another client for in the past. k. Within thirty (30) days of the Effective Date of this Agreement, Special Counsel shall provide any manuals or policies describing Special Counsel’s billing practices.
l. The City does not allow “double billing” of any sort. If Special Counsel is working on another client’s matter, do not bill City for that time. This applies to travel time or any other matter.
m. Training time is not billable. Law clerks may be used only with prior approval.
n. City will not pay for new attorneys to “get up to speed” on a file unless it has been preapproved.
o. If a matter arises that requires Special Counsel to open a new file, the City Attorney should be informed immediately.
p. City reserves the right to require additional substantiation of any item of claimed expense.

III. REIMBURSEMENTS
a. The City will reimburse Special Counsel for the following expenses, and for no other expenses:
• Actual printing costs;
• Copying costs at $.12 / page (for legal documents and file materials, but not library materials);
• Actual cost of postage (including express mail delivery charges); • Facsimile charges at the rate of $0.25 per page;
• Actual cost of long distance telephone calls;
• Transcription and reporter's fees; and
• Reasonable travel. The City does not pay for meals unless Attorney is required to be away from office for one full day. All meals and/or travel reimbursements will be subject to approval by the City Attorney. Travel expenses are limited to the lesser of actual expenses or expenses that would be authorized for City employee travel pursuant to City policy. b. The City Attorney must approve in advance any single reimbursement item in excess of $250.

Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 25 Exhibit B

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c. Any expense other than those listed in section “a.” must be approved by the City Attorney in writing and in advance in an approved budget. d. No compensation shall be allowed for administrative overhead or premiums added to the direct cost of research support or other services. e. Court filings shall be prepared in a timely manner so that “rush” or “expedited” messenger fees are not incurred.
f. Messenger and other charges in excess of actual costs are not permitted. City does not allow cost, plus a percentage, for actual outside costs g. City does not pay for secretarial time or secretarial overtime. City does not pay attorneys or paralegals for secretarial tasks or tasks that should not be included in Special Counsel’s overhead. For example, faxing, mailing, arranging for messengers and calendaring are not acceptable charges. h. City does not pay for billing or discussions of bills, including discussions initiated by the City or City’s requests for additional information about a bill. i. The practice of minimum billing charges is prohibited. Please charge for actual time spent. For example, a minimum of .2 for phone calls or .4 for letters is unreasonable unless it is an accurate measure of time spent. j. Do not charge for file opening or file closing. These are not true legal services, tasks or adequate descriptions of legal activities.

Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 26 Exhibit C

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PROJECT PLAN AND BUDGET
Project plans and budgets should conform to the following guidelines:
a. The project plan shall include a projection of recommended strategies and actions to be taken in the project and a range of costs for each such strategy or action. b. If the scope of work includes representation of the City in litigation, the project plan shall include the following elements, with explanations:
• Anticipated total costs;
• The primary issues;
• The probability of success; and
• A settlement/trial recommendation
The project plan will be modified during the litigation as the need arises. c. The project budget shall include an estimate of the attorneys' hours and fees and disbursements during each phase and/or activity. All anticipated expenses must be listed and costs estimated.
d. In the event of litigation, the project budget shall include, but not be limited to, estimates for:
• Pre-commencement (legal and factual research for the complaint or answer); • Pleadings;
• Preliminary motions;
• Initial discovery;
• Factual investigation of merits (interviewing clients, employees and third parties);
• Review and abstract City's documents;
• Expert (non-medical) investigation and reports;
• Medical experts and examinations;
• Legal research on merits;
• More thorough discovery (including the identity of deponents and expected costs of each deposition and preparation);
• Settlement negotiations;
• Trial preparation; and
• Trial.
e. The project budget should include the anticipated cost of each line item, the time allotted to complete it and the professional level of the person handling it. f. The project budget is not a fixed fee agreement and is subject to revision. g. Special Counsel shall provide revisions to the project plan or budget at the request of the City Attorney.
h. Special Counsel understands and agrees that major unjustified deviations from the project budget, or failure to timely submit a project budget or revisions, if requested, may constitute a breach and result in termination of this Agreement.

Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 27 Exhibit E

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CITY OF RICHMOND
Sanctuary City Compliance Statement

The undersigned, (hereafter "Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”). Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor understands the meaning of the following terms used in the SCCO:

a. "Data Broker” means either of the following:

i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies;

ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used.

b. “Extreme Vetting” means data mining, threat modeling, predictive risk analysis, or other similar services."

Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

Contractor further understands and agrees that Contractor's failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five
(5) years from the effective date of the contract termination.

By executing this Statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing. Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Printed Name: Title:

Signed: Date:

Business Entity:

Vendor SCCO Compliance Statement (July2024)
Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Staci Dresher President
8/25/2025
Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 28 Exhibit D
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City of Richmond - Insurance Requirements - Type 2:

Professional Services
In all instances where CONTRACTOR or its representatives will provide professional services (architects, engineers, construction management, counselors, medical professionals, hospitals, clinics, attorneys, consultants, accountants, etc.) to the City of Richmond (City), the City requires the following MINIMUM insurance requirements and limits.

CONTRACTOR shall procure and maintain for the duration of the contract, agreement, or other order for work, services or supplies, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the CONTRACTOR, its agents, representatives, employees or subcontractors. Maintenance of proper insurance coverage is a material element of the contract. Failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract.

CONTRACTOR agrees that in the event of loss due to any of the perils for which it has agreed to provide Commercial General Liability insurance, CONTRACTOR shall look solely to its insurance for recovery.

CONTRACTOR hereby grants to CITY, on behalf of any insurer providing Commercial General Liability insurance to either CONTRACTOR or CITY with respect to the services of CONSULTANT herein, a waiver of any right to subrogation which any such insurer of said CONTRACTOR may acquire against the CITY by virtue of the payment of any loss under such insurance.

Original, signed certificates and original, separate policy endorsements, naming the City as an additional insured for general liability coverage, as well as a waiver of subrogation for Workers’ Compensation insurance, shall be received and approved by the City before any work may begin. However, failure to do so shall not operate as a waiver of these insurance requirements.

City reserves the right to modify or require additional coverages for specific risk exposures depending on scope of CONTRACTORS work.

Minimum coverage is detailed below. The policy limits of coverage shall be made available to the full limits of the policy. The minimum limits stated herein shall not serve to reduce the policy limits of coverage of CONTRACTOR.

Minimum Scope of Insurance – the following forms shall be provided and coverage shall be at least as broad as the following:

1. Insurance Services Office Commercial General Liability coverage (ISO Occurrence Form CG 0001), and including coverage for bodily and personal injury, property damage, and products and completed operations (if applicable).

2. Insurance Services Office Automobile Liability coverage (ISO Form CA 0001, Code 1, Any Auto).

3. Original and Separate Additional Insured Endorsement for General Liability (ISO Form CG 20 10 11/85 or its equivalent) with primary and non -contributory language.

4. Workers’ Compensation Insurance as required by the State of California including Employer’s Liability coverage.

5. Original and Separate Waiver of Subrogation for Workers’ Compensation insurance.

6. Professional Liability or Errors & Omissions Liability Insurance appropriate to the CONTRACTOR’s profession (if required.)
Required Coverage Minimum Limits
Workers’ Compensation and
Employers’ Liability
Statutory limits as required by the State of California including $1 million Employers’ Liability per accident, per employee for bodily injury or disease. If CONTRACTOR is self-insured, provide a certificate of Permission to Self - Insure, signed by the California Department of Industrial Relations and Self - Insurance. If contractor is a sole proprietor (has no employees) than contractor must sign “Contractor Release of Liability” found at:
http://www.ci.richmond.ca.us/index.aspx?nid=61 .

Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 29 Exhibit D
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General Liability
(primary and excess
limits combined)
$2,000,000 per occurrence for bodily injury, personal injury and property damage. If the policy includes a general aggregate, either the general aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence limit ($4 million aggregate limit).

Policy shall be endorsed to name the City of Richmond as an additional insured per the conditions detailed below.

Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 30 Exhibit D
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City of Richmond - Insurance Requirements - Type 2:

Professional Services

Automobile Liability $1,000,000 per occurrence for bodily injury and property damage.

Professional Liability or Errors &
Omissions Liability –
Required for all professionals
including architects, engineers,
consultants, construction
management, counselors, medical
professionals, hospitals, clinics,
attorneys and accountants, & other
consultants as may be required by
the City.

PROJECT COST
$0 - $1 million
$1 million - $5 million
Over $5 million

REQUIRED LIMIT
$1 million p/o
$2 million p/o
$5 million p/o

Required Policy Conditions
Additional Insured Endorsement Applicable to General Liability coverage.

The City of Richmond, its officers, officials, employees, agents and volunteers are to be named as additional insureds for all liability arising out of the operations by or on behalf of the named insured including bodily injury, deaths and property damage or destruction arising in any respect directly or indirectly in the performance of this contract.

ISO form CG 20 10 (11/85) or its equivalent is required. If the Contractor is supplying their product or providing a service then the endorsement must not exclude products and completed operations coverage. If it does, then CG 20 37 (10/01) is also required.

SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61.

Primary and Noncontributory The contractor’s insurance coverage must be primary coverage as it pertains to the City, its officers, officials, employees, agents and volunteers. Any insurance or self insurance maintained by the City is wholly separate from the insurance of the contractor and in no way relieves the contractor from its responsibility to provide insurance.

Waiver of Subrogation
Endorsement Form
Contractor’s insurer will provide a Waiver of Subrogation in favor of the City for Workers’ Compensation Insurance during the life of this contract.

SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61.

Deductibles and Self-Insured
Retentions
Any deductible or self-insured retention must be declared to and approved by the City. At the option of the City either the insurer shall reduce or eliminate such deductibles or self-insured retention as respects the City or the CONTRACTOR shall procure a financial guarantee in an amount equal to the deductible or self-insured retention guaranteeing payment of losses and related investigations, claims administration and defense expenses.

Contractor is responsible for satisfaction of the deductible and/or self -insured retention for each loss.

A. M. Best Rating A:VII or Better. If the A.M. Best Rating falls below the required rating, CONTRACTOR must replace coverage immediately and provide notice to City.

Umbrella/Excess Liability Policies
If an Umbrella or Excess Liability Policy is used to meet the liability limits, coverage shall be as broad as specified for underlying coverage’s and cover those insured in the underlying policies.

Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 31 Exhibit D
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City of Richmond - Insurance Requirements - Type 2:

Professional Services
Claims-Made Policies
If any insurance policy is written on a claims -made form: 1) the retroactive date must be shown, and must be before the date of the contract or the beginning of contract work. 2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3) If coverage is canceled or non -renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of five (5) years after completion of contract work.

Subcontractors
CONTRACTOR shall include all subcontractors as insured under its policies or shall furnish to the City for review and approva l, separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

CONTRACTOR agrees to defend and indemnify the City of Richmond for any damage resulting to it from failure of either CONTRACTOR or any subcontractor to take out or maintain the required insurance policies. The fact that insurance is obtained by CONTRACTOR, and/or CONTRACTOR’s subcontractors, will not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this contract. Damages recoverable by CITY from CONTRACTOR or any third party will not be limited by the amount of the required insurance coverage.

Verification of Coverage
All original certificates and endorsements shall be received and approved by the City before work may begin. The City of Richmond reserves the right to require complete, certified copies of all required insurance policies including endorsements affecting the coverage at any time.

Original insurance certificates and required policy endorsements shall be mailed or delivered to the Designated Project Manager for the City of Richmond.

Insurance certificates and endorsements may be faxed to the Designated Project Manager. However, CONTRACTOR must mail the original certificates and endorsements to Designated Project Manager once faxed.

Continuous Coverage
CONTRACTOR shall maintain the required insurance for the life of the contract. Should the CONTRACTOR cease to have insurance as required during this time, all work by the CONTRACTOR pursuant to this agreement shall cease until insurance acceptable to the City is provided. In the event that CONTRACTOR fails to comply with the City’s insurance requirements, the City may take such action as it deems necessary to protect the City’s interests. Such action may include but is not limited to termination of the contract, withholding of payments, or other actions as the City deems appropriate.

If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by the City, CONTRACTOR must provide updated certificates and endorsements indicating that the required coverage, terms and conditions are still in place. Renewal certificates and updated endorsements shall be mailed to the Designated Project Manager.

Cancellation
CONTRACTOR shall ensure that coverage shall not be cancelled, reduced or otherwise materially changed except after thirty (30) days’ prior written notice has been given to the City.

Reporting Requirements
Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers.

Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable.

Docusign Envelope ID: 7E5F7E4C-9909-45FE-A672-5259BAF12397 Docusign Envelope ID: 819DE8DB-F13F-4D24-ADEC-200CAA20572D 32 DCI—First Amendment to LSA
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FIRST AMENDMENT TO AGREEMENT FOR LEGAL SERVICES

BETWEEN

THE CITY OF RICHMOND
AND
DCI GROUP P.C.

This First Amendment to the Agreement for Legal Services between the City of Richmond (“City”) and DCI GROUP P.C. (“Special Counsel”) (the "First Amendment") is entered into as of December 16, 2025, by and between the City and Special Counsel with reference to the following facts:

RECITALS

WHEREAS, the City and Special Counsel entered into that certain Legal Services Agreement (“Original Agreement”) for representation of the City and City- related entities on August 25, 2025 for an amount not to exceed $10,000 and term ending June 30, 2026; and

WHEREAS, the City now desires for Special Counsel to continue its representation of the City and increase the compensation; and

WHEREAS, the City now desires for Special Counsel to continue its representation of the City and to increase the compensation by $30,000; and

WHEREAS, the City and Special Counsel desire to further amend the Original Agreement pursuant to this First Amendment.

NOW, THEREFORE, in consideration of the recitals hereof, and other mutual covenants and promises contained herein and for other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City and Special Counsel agree as follows:

1. Amendment. Exhibit A of the Original Agreement, “Scope of Work and Schedule of Fees & Charges,” is hereby amended to read as shown in Attachment 1 to this First Amendment.

2. Effect of First Amendment. Except as provided in this First Amendment, all other terms of the Original Agreement shall remain in full force and effect, and this First Amendment increases the compensation limit by $30,000.00.

3. Counterparts. This First Amendment may be executed in counterparts each of which shall be an original and all of which shall constitute one and the same instrument.

[Signatures on following page]

33 DCI—First Amendment to LSA
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IN WITNESS WHEREOF, the City and Special Counsel have caused this First Amendment to be effective as of the last date written above.

CITY OF RICHMOND DCI GROUP P.C.

________________________ By __________________________ Mayor
Title _________________________

Attest:

By: _____________________
City Clerk

Approved as to form:

By: _____________________
City Attorney
34 DCI—First Amendment to LSA
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Attachment 1

SCOPE OF WORK AND SCHEDULE OF FEES & CHARGES

Scope of work:

Special Counsel shall conduct confidential internal personnel investigations.

Special Counsel’s point(s) of contact in the City of Richmond City Attorney’s office are:

Shannon Moore, Chief Assistant City Attorney
Dallae Chin, Senior Assistant City Attorney

Schedule of Fees & Charges:

Hourly Rates

STACI DRESHER, ATTORNEY-INVESTIGATOR $450/hour
NICOLE BUSSI, ATTORNEY-INVESTIGATOR $425/hour
ANDREW LARSON, INVESTIGATOR $325/hour

Compensation:

Only those costs and expenses set forth in Section III of Exhibit "B", entitled "Reimbursements", shall be paid to Special Counsel.

Total compensation for legal services and reimbursements shall be charged in accordance with Exhibits "A" and "B" and shall not exceed FORTY THOUSAND DOLLARS ($40,000) for attorneys’ fees and reimbursements.

35 cc2Dec2025 – sl/prc

RICHMOND, CALIFORNIA, December 2, 2025
Community Services Building
440 Civic Center Plaza
Richmond, CA 94804

_____________________________________________________________________

A. OPEN SESSION TO HEAR PUBLIC COMMENT BEFORE CLOSED SESSION The Richmond City Council Evening Open Session was called to order at 3:30 p.m. by Mayor Eduardo Martinez.

B. ROLL CALL

Present: Councilmembers Claudia Jimenez, Doria Robinson, Sue Wilson, Vice Mayor Cesar Zepeda, and Mayor Eduardo Martinez. Absent: Councilmembers Soheila Bana arrived at 3:31 p.m., and Jamelia Brown was absent for the entire meeting.

C. CLOSED SESSION
C.1 LIABILITY CLAIMS (Government Code Section 54956.9)
• Claimant: Terminal One Development, LLC
Agency Against: City of Richmond
• Claimant: Armando Moreno
Agency Claimed Against: City of Richmond
• Claimant: Robert Aiavao
Agency Claimed Against: City of Richmond
C.2 CONFERENCE WITH LABOR NEGOTIATORS (Government Code
Section 54957.6)
 Agency Representatives: Sharrone Taylor, Jack Hughes, and Lisa Charbonneau
Employee organizations:

1. SEIU Local 1021 Full Time Unit and Part Time Unit

2. IFPTE Local 21 Mid-Level Management Unit and
Executive Management Units

3. Richmond Police Officers Association RPOA

4. Richmond Police Management Association RPMA

5. IAFF Local 188

6. Richmond Fire Management Association RFMA
C.3 PUBLIC EMPLOYEE PERFORMANCE EV ALUATION (Government Code Section 54957)
Title: City Attorney
D. PUBLIC COMMENT BEFORE CLOSED SESSION (limited to items on the Closed Session agenda only)
Cordell Hindler gave comments in person regarding labor negotiations and the city attorney's performance evaluation.
36 cc2Dec2025 – sl/prc

E. ADJOURN TO CLOSED SESSION
The Open Session adjourned to Closed Session at 3:33 p.m. Closed Session adjourned at 5:53 p.m.

F. JOINT REGULAR MEETING OF THE SURPLUS PROPERTY

AUTHORITY/RICHMOND CITY COUNCIL
The Joint Regular Meeting of the Surplus Property Authority/Richmond City Council was called to order at 6:00 p.m. by Mayor Eduardo Martinez.

G. PLEDGE OF ALLEGIANCE
Mayor Martinez led the Pledge of Allegiance to the Flag.

H. ROLL CALL

Present: Councilmembers Soheila Bana, Claudia Jimenez, Doria Robinson, Sue Wilson, Vice Mayor Cesar Zepeda, and Mayor Eduardo Martinez. Absent: Councilmember Jamelia Brown was absent for the entire meeting.

I. STATEMENT OF CONFLICT OF INTEREST
Councilmember Robinson declared a conflict of interest for Item O.2.b (Regional Measure 3 Funding Allocation for Neighborhood Complete Streets and Richmond Wellness Trail Phase II) and recused herself from the discussion and vote.

J. AGENDA REVIEW
The following items were removed from the Consent Calendar for discussion:

Item O.3.b (Third Quarter 2025 Update for Projects within Richmond's Green Blue New Deal)
Item O.5.a (Contract with WR Forde for the Richmond Art and Light Project) Item O.5.b (Bayview Avenue Grade Separation Safety & Bike Lane Improvements Project - Union Pacific Railroad Company Preliminary Engineering Services Agreement) Emergency Item Added to the Agenda:

Motion by Mayor Martinez
Seconded by Councilmember Jimenez
To add the following emergency item for discussion as the first New Business item:

DIRECT the City Manager to (1) work with relevant City departments to identify and implement short-term support for Richmond parents and children affected by the United Teachers of Richmond and West Contra Costa Unified School District labor negotiations; and (2) authorize the use of up to $50,000 in available funds for emergency programming, services, or other appropriate items as determined by staff – Mayor Eduardo Martinez (510-620-62503) and Councilmember Claudia Jimenez (510-620-6565).

Ayes (6): Councilmember Bana, Councilmember Jimenez, Councilmember Robinson, Councilmember Wilson, Vice Mayor Zepeda, and Mayor Martinez Absent (1): Councilmember Brown
Passed (6 to 1)

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K. REPORT FROM THE CITY ATTORNEY OF FINAL DECISIONS MADE

DURING CLOSED SESSION
Chief Assistant City Attorney Shannon Moore gave the following report:

Item C.1 (liability claims) was discussed. No reportable action was taken.

Item C.2 (conference with labor negotiators) was discussed. No reportable action was taken.

Item C.3 (public employee performance evaluation) was discussed. No reportable action was taken.

L. REPORT FROM THE CITY MANAGER (public comment allowed under Open Forum)
City Manager Shasa Curl presented a PowerPoint. Link to view City Manager's Report L.1 NEW EMPLOYEE REPORT - 1st Tuesday
Director of Human Resources Sharrone Taylor presented a PowerPoint. Link to view New Employee Report
M. OPEN FORUM FOR PUBLIC COMMENT
(public comment on items that remained on the Consent Calendar or items that were not on the agenda – was limited to 2 minutes unless otherwise specified - Back and forth dialogue with the Council was prohibited)
The following individuals gave comments in person:

Cordell Hindler gave comments regarding the former Richmond Community Redevelopment Agency’s Fiscal Year 2008-2009 budget and housing affordability. Mr.

Hindler urged the council to reinstate the Economic Development position to assist with posting Economic Development Commission agendas and other tasks. Mr. Hindler suggested the council acknowledge Salesian College Preparatory students for their spring community cleanup efforts.

Janice Haugan gave comments regarding accidents and fires caused by illegal fireworks that occurred in June and July 2025. Ms. Haugan urged the council to enact a stronger ordinance to deter the use of illegal fireworks.

Claudia Citroen expressed concerns regarding the city's spending priorities, communication practices, placement of project items on the consent calendar, roads and infrastructure, and service fees. Ms. Citroen also reported inoperable lighting and electric vehicle chargers and expressed concerns regarding unhoused senior citizens.

Mark Wassberg shared an audio recording from family members of homicide victims and gave comments regarding the city’s homicide rates.

Andrea Chinchiolo and Chadwick Spell gave comments in support of Item N.1 (lease agreements at 1325 Canal Boulevard), expressing gratitude for the assistance their businesses received from the city during the Riggers Loft landlord transition.

The following individuals gave comments via teleconference:

Michael Mejia shared the results of a survey conducted by the Stop Illegal Fireworks group. Mr. Mejia expressed concerns regarding the auditory effects of fireworks, physical danger, and the lack of a programmatic resolution.

Nathan Lonso, Benjamin Therriault, and Khoa Nguyen expressed concerns regarding the Police Department's morale and stability, bargaining negotiation delays, low staffing levels impacting new officer training, and diminishing voluntary police assignments. 38 cc2Dec2025 – sl/prc

N. SURPLUS PROPERTY AUTHORITY CONSENT CALENDAR
Motion by Councilmember Robinson
Seconded by Mayor Martinez
To approve the Surplus Property Authority Consent Calendar.

Ayes (6): Councilmember Bana, Councilmember Jimenez, Councilmember Robinson, Councilmember Wilson, Vice Mayor Zepeda, and Mayor Martinez Absent (1): Councilmember Brown
Passed (6 to 1)

N.1 Lease Agreements between the Surplus Property Authority and Far West Cider, LLC, CDK Wines, LLC dba Carica Wines, and KARIBU Lounge, Inc. at 1325 Canal Boulevard
APPROVE lease agreements with: (1) Far West Cider, LLC in the amount of $74,232 annually; (2) CDK Wines, LLC dba Carica Wines in the amount of $10,500 annually; and (3) KARIBU Lounge Inc. (formerly The Wachira Group, LLC dba Wachira Wines) in the amount of $10,500 annually; commencing December 1, 2025, ending November 30, 2026 – Economic Development Department/Port/Surplus Property Authority (Charles Gerard 510-620-6792).

O. CITY COUNCIL CONSENT CALENDAR
(All items placed under the Consent Calendar were considered to be routine and noncontroversial. These items were enacted upon together with a motion and second, without discussion, of any member of the City Council, and each item was deemed to have received the action recommended.)
Motion by Mayor Martinez
Seconded by Councilmember Jimenez
To approve all items on the City Council Consent Calendar, excluding:

Item O.3.b (Third Quarter 2025 Update for Projects within Richmond's Green Blue New Deal)
Item O.5.a (Contract with WR Forde for the Richmond Art and Light Project) Item O.5.b. (Bayview Avenue Grade Separation Safety & Bike Lane Improvements Project - Union Pacific Railroad Company Preliminary Engineering Services Agreement) Councilmember Robinson was recused from the vote on Item O.2.b (Regional Measure 3 Funding Allocation for Neighborhood Complete Streets and Richmond Wellness Trail Phase II).

Ayes (6): Councilmember Bana, Councilmember Jimenez, Councilmember Robinson, Councilmember Wilson, Vice Mayor Zepeda, and Mayor Martinez Absent (1): Councilmember Brown
Passed (6 to 1)

39 cc2Dec2025 – sl/prc

O.1 City Attorney's Office
O.1.a Contract Amendment to legal services agreement with Best Best & Krieger LLP
APPROVE a first amendment to the Best, Best & Krieger LLP legal services agreement, adding $150,000 for a total amount not to exceed $160,000, with term ending December 31, 2027, to provide advice and representation in general municipal law matters – City Attorney’s Office (Kimberly Chin 510-620-6709/Shannon Moore 510-620-6509).

O.2 Community Development
O.2.a Legal Services Agreement with Goldfarb & Lipman, LLC APPROVE a legal services agreement with Goldfarb & Lipman, LLP to assist the Community Development Department regarding land use, housing, and real estate matters, for a total contract amount not to exceed $250,000, with a term ending June 30, 2028 – Community Development Department (Lina Velasco 510-620-6841).

O.2.b Regional Measure 3 (RM3) Funding Allocation for Neighborhood Complete Streets and Richmond Wellness Trail Phase II
ADOPT a resolution to: (1) REQUEST an allocation for Regional Measure 3 (RM3) funds from the Metropolitan Transportation Commission (MTC) and (2) ACCEPT and APPROPRIATE $10,000,000 in Regional Measure 3 (RM3) funding for construction of Neighborhood Complete Streets for $7,500,000, and Richmond Wellness Trail Phase II for $2,500,000 – Community Development Department (Lina Velasco/Beatriz Guerrero Auna 510-620-5450).

Ayes (5): Councilmember Bana, Councilmember Jimenez,
Councilmember Wilson, Vice Mayor Zepeda, and Mayor Martinez Recused (1): Councilmember Robinson
Absent (1): Councilmember Brown
Passed (Passed 5 to 2)
Adopted Resolution No. 164-25
O.3 Economic Development
O.3.a Bill Credit from Richmond Sanitary Service (dba Republic Services) for the Solidarity Strike in July 2025
ACCEPT and AUTHORIZE the city manager or their designee to sign the Memorandum of Understanding between the City of Richmond and Richmond Sanitary Service, Inc (dba Republic Services) settling claims for service interruptions that occurred during the solidarity strike in July 2025 – Economic Development Department (Samantha Carr 510-620- 5407/Nannette Beacham 510-621-1306/Shasa Curl 510-620-6512).

O.3.b Third Quarter 2025 Update for Projects within Richmond’s Green Blue New Deal (GBND)
RECEIVE a report on the status of the Richmond Green-Blue New Deal projects - Economic Development Department (Jesson de Leon 510-412- 2023/Junne Garcia 510-620-6524/ Nannette Beacham 510-620-1306). 40 cc2Dec2025 – sl/prc

Claudia Citroen gave comments via teleconference. Economic Development Senior Assistance Business Officer Jesson de Leon presented a PowerPoint. Link to view Quarterly Update for the GBND.

Discussion ensued. The council requested the following: publish the PowerPoint slides on the city's website; include with future reports the city's participation in the Green Empowerment Zone Committee; provide hyperlinks in the reports for additional information regarding the Buy Local Campaign and Small Business Beautification Pilot Program; consider adding battery storage and onshore wind to the plan; provide the Electric Vehicle Fleet Report; and consider battery storage safety.

Motion by Councilmember Robinson
Seconded by Councilmember Jimenez
To receive the report.

Ayes (6): Councilmember Bana, Councilmember Jimenez,
Councilmember Robinson, Councilmember Wilson, Vice Mayor Zepeda, and Mayor Martinez
Absent (1): Councilmember Brown
Passed (6 to 1)

O.3.c Accept Grant Funding and Approve Contract Amendment No. 1 with Momentum for Port Dock Restoration
ADOPT a resolution to ACCEPT and APPROPRIATE, contingent upon award, $11,224,449 in grant funds from the U.S. Department of Transportation Maritime Administration (MARAD) and $2,806,112 in Port Enterprise Fund matching contributions into the Port Enterprise Fund budget; and to APPROVE the first amendment to the Fiscal Year 2025–26 on-call contract with Momentum in the amount of $140,000, contingent upon grant award, for post-award grant administration and management services for the Dock Restoration for Improved Vehicle Entry (DRIVE) Project – Economic Development Department/Port (Charles Gerard 510- 620-6792).

Adopted Resolution No. 165-25
O.4 Human Resources
O.4.a Year-End Closure from December 24, 2025, through January 1, 2026 ADOPT a resolution approving the Side Letters between the City of Richmond and Service Employees International Union (SEIU) Local 1021 (Full-Time and Part-Time Units) and International Federation of Professional and Technical Engineers (IFPTE) Local 21 (Mid- Management and Executive Management Units) regarding the holiday closure 2025 – Human Resources Department (Sharrone Taylor/Nickie Mastay 510-620-6602).

Adopted Resolution No. 166-25

41 cc2Dec2025 – sl/prc

O.4.b Contract Amendment with Bob Murray and Associates for Recruitment Services
APPROVE a contract amendment with Bob Murray & Associates to increase the payment limit by $34,000 for a total payment limit of $68,000, and extend the term through December 31, 2026, for the purpose of conducting recruitments for specialized positions - Human Resources Department (Nickie Mastay/Sharrone Taylor 510-620-6602).

O.4.c Amendments to the Position Control List
ADOPT a resolution to amend staffing and position control list and allocate the necessary salary, wages, and benefits as required – Human Resources Department (Nickie Mastay/Sharrone Taylor 510-620-6602).

Adopted Resolution No. 167-25
O.4.d Memorandum of Understanding between IFPTE Local 21 Mid- Management
ADOPT a resolution to APPROVE a successor Memorandum of Understanding (MOU) between the City of Richmond and International Federation of Professional and Technical Engineers (IFPTE) Local 21 Mid-Management for the term of July 1, 2025, to June 30,2028, and DIRECT the city manager or their designee to update the publicly available salary schedule with the adopted wage increases during the term of the MOU – Human Resources Department (Nickie Mastay/Sharrone Taylor 510-620-6602).

Adopted Resolution No. 168-25
O.4.e Memorandum of Understanding between IFPTE Local 21 Executive Management
ADOPT a resolution approving a successor Memorandum of
Understanding (MOU) between the City of Richmond and International Federation of Professional and Technical Engineers (IFPTE) Local 21 Executive Management for the term of July 1, 2025, to June 30, 2028, and DIRECT the city manager or their designee to update the publicly available salary schedule with the adopted wage increases during the term of the MOU – Human Resources Department (Nickie Mastay/Sharrone Taylor 510-620-6602).

Adopted Resolution No. 169-25
O.5 Public Works
O.5.a Contract with WR Forde for the Richmond Art and Light Project ADOPT a resolution to APPROVE a construction contract with WR Forde for the Richmond Art and Light Project in the amount of $374,000, with a term from October 1, 2025, to July 1, 2026, and AUTHORIZE the public works director to approve change orders up to $37,400 or 10 percent contingency – Public Works Department (Jene Levine Snipes 510-307- 8132/Robert Armijo 510-620-5477).

Claudia Citroen gave comments via teleconference. Deputy Director of Public Works Operations and Maintenance Tawfic Halaby introduced the matter. Assistant Administrative Analyst Jene Levine-Snipes and Consultant Jessie Maran of CSWST2 presented a PowerPoint. Link to view Safety, Art, and Lighting Project. Discussion ensued. The council 42 cc2Dec2025 – sl/prc

requested staff to consider improvements to the Carlson Boulevard Highway I-80 underpass, and a light plan for dark walking and bike paths, such as the 23rd Street Bay Area Rapid Transit underpass.

Motion by Councilmember Jimenez
Seconded by Vice Mayor Zepeda
To adopt said resolution.

Ayes (5): Councilmember Jimenez, Councilmember Robinson, Councilmember Wilson, Vice Mayor Zepeda, and Mayor Martinez Absent (2): Councilmember Bana and Councilmember Brown
Passed (5 to 2)
Adopted Resolution No. 170-25
O.5.b Bayview Avenue Grade Separation Safety & Bike Lane Improvements Project – UPRR Preliminary Engineering Services Agreement.

ADOPT a resolution to APPROVE the Preliminary Engineering Services Agreement with Union Pacific Railroad Company (UPRR) for the Bayview Avenue Grade Separation Safety & Bike Lane Improvements Project; AUTHORIZE the public works director to execute the agreement and approve minor amendments, provided the total cost does not exceed $25,000; and transfer and APPROPRIATE $37,376 in unspent funds from Project 29105 – 37th Street Improvement Close-out to Project 23040 – Bayview Avenue Grade Separation Safety & Bike Lane Improvements Project in the General Capital Fund – Public Works Department (Hillal Hamdan 510-620-1612/Robert Armijo 510-620-5477).

Claudia Citroen gave comments via teleconference. Deputy Director of Public Works Operations and Maintenance Tawfic Halaby introduced the matter. Project Manager/Senior Civil Engineer Hillal Hamdan provided a project overview. Discussion ensued. The council requested staff to continue providing project update videos with links to additional project information in the city's newsletter. The council advised that community members could review the most recent community meeting presentation slides and provide feedback at: bit.ly/bayviewavenueproject Motion by Councilmember Jimenez
Seconded by Mayor Martinez
To adopt said resolution.

Ayes (5): Councilmember Jimenez, Councilmember Robinson, Councilmember Wilson, Vice Mayor Zepeda, and Mayor Martinez Absent (2): Councilmember Bana and Councilmember Brown
Passed (5 to 2)
Adopted Resolution No. 171-25
O.5.c Real estate agreements with property owners and City of Richmond, I- 80/Central Avenue, Interchange Improvements (phase 2) Project.

ADOPT a resolution to ACCEPT the required right-of-way acquisitions, including easements and grant deeds, for the I-80/Central Avenue Improvements (Phase II) Project and AUTHORIZE the city manager or designee to execute all necessary documents and DIRECT the city clerk to 43 cc2Dec2025 – sl/prc

record executed instruments with Contra Costa County - Public Works Department (Hillal Hamdan 510-621-1612/Robert Armijo 510-620-5477).

Adopted Resolution No. 172-25
P. NEW BUSINESS
Emergency Item Added during Agenda Review
DIRECT the City Manager to (1) work with relevant City departments to identify and implement short-term support for Richmond parents and children affected by the United Teachers of Richmond and West Contra Costa Unified School District labor negotiations; and (2) authorize the use of up to $50,000 in available funds for emergency programming, services, or other appropriate items as determined by staff – Mayor Eduardo Martinez (510-620-62503) and Councilmember Claudia Jimenez (510-620-6565). Link to view Staff Report.

Mayor Martinez introduced the matter. Don Gosney and Mark Wassberg gave comments in person. Francisco Ortiz and Gabrielle Micheletti gave comments via teleconference. Discussion ensued.

Motion by Councilmember Jimenez
Seconded by Councilmember Bana
To approve said emergency item as recommended.

Ayes (6): Councilmember Bana, Councilmember Jimenez, Councilmember Robinson, Councilmember Wilson, Vice Mayor Zepeda, and Mayor Martinez Absent (1): Councilmember Brown
Passed (6 to 1)
P.1 Contract with RDH Building Science for Craneway Pavilion Condition Assessment
APPROVE a contract with RDH Building Science to perform a condition assessment of the Craneway Pavilion, located at the historic Ford Assembly Plant, with a payment limit of $169,500, for a term ending December 31, 2026, and AUTHORIZE the city manager, with assistance of the City’s Attorney’s Office, to negotiate and execute the contract - Community Development Department (Lina Velasco 510-620-6706).

Planning Manager Avery Stark introduced the matter and presented a PowerPoint.

Link to view Craneway Update. Discussion ensued.

Motion by Mayor Martinez
Seconded by Councilmember Jimenez
To approve said contract.

Ayes (6): Councilmember Bana, Councilmember Jimenez, Councilmember Robinson, Councilmember Wilson, Vice Mayor Zepeda, and Mayor Martinez Absent (1): Councilmember Brown
Passed (6 to 1)

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Q. REPORTS OF OFFICERS: REFERRALS TO STAFF, AND GENERAL REPORTS (INCLUDING AB 1234 REPORTS)(limited to two minutes per Councilmember) Vice Mayor Zepeda reported attending various training sessions with the National League of Cities in Salt Lake City. He also reported attending the Tree Lighting and Turkey Shoot on Thanksgiving Day in Point Richmond.

Councilmember Robinson acknowledged staff for expediting the lighting repairs at Martin Luther King Jr. Park. Councilmember Robinson reported attending meetings of the Macdonald Avenue Corridor Task Force, Governing Board of the Green Empowerment Zone, and Urban Forest Advisory Committee (UFAC). She also reported that the UFAC raised concerns regarding Integrated Pest Management and repetitive injuries from hand-pulling weeds.

Councilmember Jimenez announced that community members wishing to support teachers during the strike may do so from 11:00 a.m. to 1:00 p.m. on Thursday, December 4, 2025, at Veterans Memorial Park, and on Friday, December 5, 2025, at Marina Bay Park.

Mayor Martinez reported attending the Marin Clean Energy Board meeting, where the board voted to create a Finance Committee. He also acknowledged staff for the Tree Lighting event at the Civic Center Auditorium.

R. ADJOURNMENT
There being no further business, the meeting adjourned at 8:22 p.m. to meet again on December 16, 2025, at 6:00 p.m.

Pamela Christian, Clerk of the City of
Richmond
Eduardo Martinez, Mayor

45 cc06Jan2026 – ud/prc

RICHMOND, CALIFORNIA,

January 6, 2026, 5:00 p.m.

Community Services Building
440 Civic Center Plaza
Richmond, CA 94804

_____________________________________________________________________

A. OPEN SESSION TO HEAR PUBLIC COMMENT BEFORE CLOSED SESSION Open Session was called to order at 5:00 p.m.by Mayor Eduardo Martinez.

B. ROLL CALL

Present: Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Sue Wilson, Vice Mayor Cesar Zepeda, and Mayor Eduardo Martinez. Absent: Councilmember Doria Robinson arrived after roll call.

C. CLOSED SESSION
C.1 LIABILITY CLAIMS (Government Code Section 54956.9)
 Claimant: Allwyn Brown Agency Against: City of Richmond C.2 CONFERENCE WITH LABOR NEGOTIATORS (Government Code
Section 54957.6)
• Agency Representatives: Sharrone Taylor, Jack Hughes, and Lisa Charbonneau Employee organizations:

1. SEIU Local 1021 Full Time Unit and Part Time Unit

2. IFPTE Local 21 Mid-Level Management Unit and Executive Management Units

3. Richmond Police Officers Association RPOA

4. Richmond Police Management Association RPMA

5. IAFF Local 188

6. Richmond Fire Management Association RFMA
C.3 CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (Initiation of litigation pursuant to paragraph (4) of Subdivision (d) of Government Code Section 54956.9)

 One case
D. PUBLIC COMMENT BEFORE CLOSED SESSION (limited to items on the Closed Session agenda only)
Cordell Hindler gave comments regarding favorable union negotiations.

E. ADJOURN TO CLOSED SESSION
Open Session adjourned at 5:04 p.m. Closed Session adjourned at 6:02 p.m.

F. REGULAR MEETING OF THE RICHMOND CITY COUNCIL
The meeting was called to order at 6:05 p.m. by Mayor Eduardo Martinez. 46 cc06Jan2026 – ud/prc

G. PLEDGE OF ALLEGIANCE
Mayor Eduardo Martinez led the Pledge of Allegiance to the Flag.

H. ROLL CALL

Present: Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Doria Robinson, Sue Wilson, Vice Mayor Cesar Zepeda, and Mayor Eduardo Martinez.

Absent: None.

I. STATEMENT OF CONFLICT OF INTEREST
None.

J. ELECTION OF THE NEW VICE MAYOR FOR 2026
City Clerk Pamela Christian announced that item J regarding the election of the Vice Mayor for 2026 was placed on the agenda in error and would be placed on the January 20, 2026, city council agenda.

K. AGENDA REVIEW
Item O.3.a - Contract with Liftech Consultants, Inc. for Planning and Design Services for the relocation of the SS Red Oak Victory was continued to the February 3, 2026, City Council meeting.

A motion made by Vice Mayor Zepeda, seconded by Councilmember Brown to add an emergency item to adopt a resolution of the Richmond City Council formally censuring Mayor Eduardo Martinez for antisemitic conduct and for actions inconsistent with the duties and standards of the office, to be heard before approval of the Consent Calendar.

Mayor Martinez offered a friendly amendment to hear the matter after approval of the consent calendar. Vice Mayor Zepeda accepted the friendly amendment.

The motion failed.

Motion by Vice Mayor Cesar Zepeda
Seconded by Councilmember Jamelia Brown
Ayes (7): Councilmember Soheila Bana, Councilmember Jamelia Brown, Councilmember Claudia Jimenez, Councilmember Doria Robinson, Councilmember Sue Wilson, Vice Mayor Cesar Zepeda, and Mayor Eduardo Martinez Passed

L. REPORT FROM THE CITY ATTORNEY OF FINAL DECISIONS MADE

DURING CLOSED SESSION
C.1 LIABILITY CLAIMS (Government Code Section 54956.9)  Claimant: Allwyn Brown Agency Against: City of Richmond Item Discussed. No final action was taken.

C.2 CONFERENCE WITH LABOR NEGOTIATORS (Government Code Section 54957.6)
 Agency Representatives: Sharrone Taylor, Jack Hughes, and Lisa Charbonneau Employee organizations:

1. SEIU Local 1021 Full Time Unit and Part Time Unit

2. IFPTE Local 21 Mid-Level Management Unit and Executive Management Units 47 cc06Jan2026 – ud/prc

3. Richmond Police Officers Association RPOA

4. Richmond Police Management Association RPMA

5. IAFF Local 188

6. Richmond Fire Management Association RFMA
Item Discussed. No final action was taken.

C.3 CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (Initiation of litigation pursuant to paragraph (4) of Subdivision (d) of Government Code Section 54956.9)
One case
Item Discussed. No final action was taken.

M. REPORT FROM THE CITY MANAGER (public comment allowed under Open Forum)
No report.

M.1 NEW EMPLOYEE REPORT - 1st Tuesday
No report.

N. OPEN FORUM FOR PUBLIC COMMENT
(public comment on items that remain on the Consent Calendar or items not on the agenda - limited to 2 minutes unless otherwise specified - Back and forth dialogue with the Council is prohibited)
The following individuals gave comments in support of Mayor Martinez and expressed opposition to the demand that he resigns over accusations of antisemitism as they were being used to divide and destroy our democratic and progressive community. Speakers urged the need to learn from each other how to work together and that the mayor’s promise to examine his position was admirable. It is rare to see government officials admit wrong and undergo efforts to deepen relationships with the offended party.

Speakers also thanked Mayor Martinez for his admission and vulnerability that his Facebook posts promoted anti-Jewish conspiracy troupes that have been the cause of violence against Jewish people:

Tim O'Brien, Mara Collins, Safya O'Brien, Joan Peters, LoRayne Reza, Francisco Ortiz, Harry Weiner, Aleigha Lindstrom, Rabbi David Cooper, George Marx, Vanessa Thill, Kate Laster, Zoe Panagoulos, Tarnell Abbott, Melvin Willis, Mary R., Theresa A., Aisha Nizar, Judy Greenspan, Ryan Kazen, Diana Wear, Matt Renner, Sara Kershnar, Rocky Chau, Ken Yale, Marissa Segura, Paul Larudee, Samuel Saxe-Taller, Marisol Cantu, Ziniah Intair, Connor Swingle, Seth Morrison, Stefanie Guynn, Kathleen Wimer, Jake Garmo, Joseph Puleo, Natalie Reyes, Max Flynt, Barbara Schick, Karen Franklin, BK Williams, Negeene Mosaed, Fayzah Ayyad, Carolina Avelar, Ellen Brotsky, Carlos Juarez, Erik Bergman, Sonia Decker, Courtney Cummings, Martha Gruelle, Ramsey Robinson, Kathleen Erwin, Kalinah Priforce, Henry Levy, Bill Barish, Juliet Lee, Elana A., Jocelyn D., Eva Chrysanthe, Steve Greaves, Sara Lamnin, Michael Gliksohn, Marilyn Langlois, Amber Hatfield, Juan Canham, Carla Schick, Deborah Small, Madi Pinedi, Cheryl Pineda, Sara Cantor, River Allen, Rabbi Cat Zavis, Shayna Keyles, Paola Laverde, Ali Sakr, Arlette, and Jane Courant.

The following individuals spoke in opposition to the Mayor and formally requested that the Richmond City Council and the Office of the City Attorney initiate removal or impeachment proceedings against Mayor Eduardo Martinez for conduct that has 48 cc06Jan2026 – ud/prc

substantially violated the public trust, caused demonstrable harm to members of the community, and appeared inconsistent with the ethical and professional standards required of an elected official due to Mayor Martinez use of his LinkedIn account to share and amplify multiple posts containing false, conspiratorial, and antisemitic assertions regarding the Bondi terror attack in Sydney, Australia. Screenshots of these posts were preserved and published by multiple media outlets, providing verifiable documentation of the content he disseminated prior to its deletion. Speakers also said that screenshots of the mayor's LinkedIn posts show the precise language and framing used, including explicit claims blaming Israel and Jews both for antisemitism and for the attack itself. These screenshots were reviewed by journalists and community organizations and formed the basis for widespread condemnation and public calls for the mayor's resignation: Robert Bonem, Mindy Pines, Rabbi Julie Saxe-Toller, Elaine S., Stephen London, Mark Wassberg, Susan, Beatrice, Ruth K., Len Hochschild, Dan Machanik, Yossi Fendel, David Schoenholtz, Daniel Nathan-Heiss, Aaron Mendelsohn, LPW, Susanne Dewitt, Tai Garner, Annie Pennell, Jamin Pursell, Michael Devine, Shiela, Nickie Roustand, Kim F., Steve Casell, Rebecca Sparks, Shiela, Nickie Roustand, Kim F., Shahar Shahon, Ilene Lee, Dorit, Hillary Kilman, Judy Weatherly, Paula Lavine, Oren R., Michael Harris, Kevin Wilk, OG Strogatz, Diane Duran, Kerry Hillis, Nancy Berk, Barry Taranto, Diana Honig, Holli Thier, Itamar Landau, Carol Singer, Rachelle Vitone, Rafael Menis, Sinai Krigel-Armstrong, Mark Solomons, Kira Lee, Cheng, Noah, and Sal Letterman.

Cordell Hindler gave comments regarding the importance of women in the workplace Yolanda Walker and Cassandra Savoy urged the city council to deploy more police in District 1 due to increased crime in the area.

Taylor Derosado spoke in support of assistance for the unhoused.

Marie Ania requested a safety plan and safety measures for Stege Elementary.

O. CITY COUNCIL CONSENT CALENDAR
(All items placed under the Consent Calendar are considered to be routine and noncontroversial. These items will be enacted upon together with a motion and second, without discussion, of any member of the City Council, and each item shall be deemed to have received the action recommended.)
The motion to approve the consent calendar did not include the following item, which was continued to the January 20, 2025, city council meeting:

Item O.3 - Contract with Lifetech Consultants, Inc. for planning and design services for the relocation of the SS Red Oak Victory
Motion by Mayor Eduardo Martinez
Seconded by Councilmember Claudia Jimenez
Ayes (7): Councilmembers Soheila Bana, Jamelia Brown, Claudia Jimenez, Doria Robinson, Sue Wilson, Vice Mayor Cesar Zepeda, and Mayor Eduardo Martinez Passed
O.1 City Manager's Office
O.1.a Contract Amendment No. with Folger Graphics and Justine Page Design for Design and Printing Services
APPROVE contract amendment No. 1 with Justin Page Design Co. increasing the payment limit by $10,000 for a total payment of $20,000, 49 cc06Jan2026 – ud/prc

and APPROVE contract amendment No. 1 with Folger Graphics increasing the payment limit by $100,000, for a total payment limit of $235,000, and expanding each contractor’s scope to allow for additional work on City-wide related projects and APPROPRIATE $110,000 to support these services - City Manager’s Office (Patrick Seals/Abdul Black 510-307-8016).

O.1.b Formation of the Black Resiliency Project Community Advisory Committee
ADOPT a resolution authorizing the creation of the Black Resiliency Project Community Advisory Committee (CAC) and approving its purpose, duties, membership and composition, terms of service, meeting procedures, conflict-of-interest requirements, and dissolution parameters – City Manager’s Office (Lashonda White 510-620-6828/Yahna Williamson 510-650-6574).

Adopted Resolution No. 01-26.

O.2 Community Development
O.2.a On-Call Financial and Economic Analyses Services
ADOPT a resolution authorizing contracts for on-call financial and economic analyses services, for an amount not to exceed $500,000 per vendor for a three-year term, with an option to extend the contract term for up to two, one-year extensions, to provide services for several departments, including Community Development, Economic
Development, Finance, Port of Richmond, and Richmond Housing Authority – Community Development Department (Lina Velasco/Jesus M.

Morales 510-620-6706).

Adopted Resolution No. 02-26.

O.3 Economic Development
O.3.a Contract with Liftech Consultants, Inc. for Planning and Design Services for the Relocation of the SS Red Oak Victory
APPROVE a contract with Liftech Consultants Inc. in the amount of $299,797 for planning and preliminary design of the relocation of the Red Oak for a term ending June 30, 2027 - Economic Development Department/Port (Charles Gerard 510-620-6792). This item was continued from the December 16, 2025, meeting.

O.3.b Contracts with Hungry Ghost Productions and Debra Koppman for Public Art Mural and Mosaic Tile Project
APPROVE two contracts with (1) Hungry Ghost Productions for the design, fabrication, and installation of a mural in an amount not to exceed $210,000; and (2) Debra Koppman for the design, fabrication, and installation of mosaic tabletops in an amount not to exceed $40,000 for work associated with the Allen Brothers Steak and Seafood Facility Public Art Project, funded by private developer arts contributions, for terms beginning January 1, 2026, through December 31, 2026 – Economic Development Department/Arts & Culture (Nannette J. Beacham 510-621- 1306/Jordon Nesbitt 510-620-6787).

50 cc06Jan2026 – ud/prc

O.4 Fire Department
O.4.a Contract With Jet Dock Systems, Inc. for the Repair and Maintenance of the Fire Department’s Boat Lift
APPROVE a sole-source contract with Jet Dock Systems, Inc. in an amount not to exceed $100,000, for a three-year contract term effective January 1, 2026, through January 1, 2029, with two one-year extension options not to exceed an additional $20,000 per year – Fire Department (Chief Aaron Osorio 510-307-8021/Deputy Fire Chief Rico Rincon 510- 307-8041/Battalion Chief Michael Velazquez 510-620-6989).

O.5 Library and Community Services
O.5.a Environmental & Community Investment Agreement (ECIA) Grant Category 3 Grant Awards Fiscal Year 2025-2026
ADOPT a resolution approving the recommendations from the Environmental & Community Investment Agreement (ECIA) Ad Hoc Committee to award Fiscal Year 2025–2026 Category 3 grants to five (5) organizations in a total amount not to exceed $50,000; and AUTHORIZE the city manager or their designee to negotiate and execute Grant Service Agreements – City Manager’s Office (Patrick Seals/Jora Atienza Washington/Nicholas Delgado 510-620-6512).

Adopted Resolution No. 03-26.

O.5.b Contract with LCPtracker for Software Support for Labor Compliance Monitoring System
APPROVE a sole-source contract with LCP Tracker, a web-based labor compliance monitoring system to track compliance with City of Richmond’s Local Employment Program Ordinance and Business Opportunity Ordinance, for a payment limit of $27,999 with a term beginning March 5, 2025, and ending March 4, 2026 – Community Services Department/Employment & Training (Tamara Walker 510-307- 8006/LaShonda White 510-620-6828).

O.6 Police Department
O.6.a Contracts with Oliver’s Tow Inc., Civic Center Auto Care, Certified Towing, Checker’s Towing, and Bay Area Tow Inc. for City-wide Tow Services
APPROVE three-year contracts with Oliver’s Tow Inc., Civic Center Auto Care, Certified Towing, Checker’s Towing, and Bay Area Tow Inc. for City-wide rotational tow and automotive services in an amount not to exceed $50,000 per vendor per year up to $250,000 annually, with a term from January 1, 2026, to December 31, 2028, with one two-year option for each vendor to renew the contract up to $100,000 per vendor, for a total contract amount not to exceed $250,000 per vendor – Police Department (Assistant Chief Timothy Simmons 510-621-1802/Tawfic Halaby 510- 620-5482).

O.7 Public Works
O.7.a Construction Agreement with Bauman Landscape and Construction Inc. for the 13th Street Complete Street Project
51 cc06Jan2026 – ud/prc

ADOPT a resolution to APPROVE a construction agreement with Bauman Landscape and Construction Inc. for the 13th Street Complete Street Project in an amount not to exceed $3,993,481.50 with an additional construction contingency in the amount of $400,000 (10%) and AUTHORIZE the director of public works to approve change orders within this contingency amount for a total not-to-exceed contract amount of $4,393,481.50 - Public Works Department (Hillal Hamdan 621- 1612/Robert Armijo 620-5477).

Adopted Resolution No. 04-26.

P. NEW BUSINESS
P.1 Port of Richmond Enterprise Fund Financial Overview Report RECEIVE the Port of Richmond Financial Report and presentation, which provides an overview of Port revenue sources, tariff structures, and funding mechanisms for larger infrastructure projects – Economic Development Department/Port (Charles Gerard 510-620-6792/Rita Martinez 510-621-1546).

This item was continued from the December 16, 2025, meeting.

Item was continued to the January 20, 2025, City Council meeting.

P.2 Evaluation Report by WestEd on the Richmond Fund for Children & Youth RECEIVE the WestEd evaluation report, a third-party external evaluator, assessing the impact of the Richmond Fund for Children & Youth grant programs from Fiscal Years 2021–2024 – Richmond Department of Children & Youth (Patrick Seals/LaShonda White 510-307-8016). This item was continued from the December 16, 2025, meeting.

Item was continued to the January 20, 2025, City Council meeting.

P.3 Develop an Ordinance Requiring All Homeowners Association Located in Very High, High, or Moderate Fire Hazard Severity Zone Areas to Adopt Architectural Design Guidelines for Non-Combustible Fences and Gates DIRECT staff to study California Assembly Bill 3074 and Senate Bill 504 (2024) that establishes an ember resistant "Zone Zero" and return to City Council within 60 days with a draft ordinance for the Council to review and consider for adoption - Councilmember Soheila Bana (510-672-3490)/Vice Mayor Cesar Zepeda (510- 620-6593).

Item was continued to the January 20, 2025, City Council meeting.

Q. REPORTS OF OFFICERS: REFERRALS TO STAFF, AND GENERAL REPORTS (INCLUDING AB 1234 REPORTS)(limited to two minutes per Councilmember) Councilmember Bana reported that she would have a meeting with the superintendent of the West Contra Costa Unified School District and would invite her to make a presentation before the city council regarding the status of the schools and school safety.

Councilmember Bana also stated that there was a reduction in homicides in Richmond this year and requested a moment of silence and acknowledged the loss of life, pain, grief and the trauma of the families of those that have lost loved ones due to gun violence.

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R. ADJOURNMENT
There being no further business, the meeting adjourned at 9:49 p.m., to meet again on Tuesday, January 20, 2025, at 6 p.m.

Clerk of the City of Richmond Mayor

53

January 20, 2026

DATE: January 20, 2026
TO: Mayor Martinez and Members of the City Council
FROM:

Mayor Eduardo Martinez
Councilmember Doria Robinson
Councilmember Sue Wilson
Subject:

Request for Proposals for the City Attorney Recruitment FINANCIAL IMPACT: There is no fiscal impact for the request for proposal process.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

With the resignation of Dave Aleshire as City Attorney, the City Council determined a recruitment for a new City Attorney is needed. A Request for Proposals has been
drafted and will be published with Council’s approval. The Job Description has also been updated. The Committee
recommends Council approval.

RECOMMENDED ACTION: APPROVE the proposed Request for Proposals, for a new city attorney, and its publication – Mayor Eduardo
Martinez (510-620-6503), Councilmember Doria
Robinson (510-620-6568), and Councilmember Sue
Wilson (510-609-211).

DISCUSSION:

The Request for Proposals (“RFP”) for the City Attorney position has been drafted using the City’s model. The RFP includes standard language for RFPs for recruiting firms.

AGENDA
REPORT
54

January 20, 2026
Because of the City Council’s desire to maintain independence on recruitment for this City Council appointed position, a provision for a salary review and survey is included in the proposed work. Once approved by City Council, the RFP will be posted on the City’s online bidding system. Firms affiliated with the League of California Cities and with experience with city attorney searches will be invited to bid through the formal process.

Selection of a well-qualified recruiting firm is needed. There have been many recent recruitments or advertisements for high level city attorneys. Current or recently closed City Attorney recruitments include Santa Monica (January 2026), National City (January 2026), Milpitas (December 2025), Palo Alto (December 2025), Sacramento (November 2025), and Antioch (November 2025). A good recruiter will be able to showcase Richmond and make the City stand out with prospective applicants.

Based on our analysis, the anticipated cost of the recruitment will range between $30,000 to 50,000. Funding for the recruitment will be requested of City Council to add to the City Attorney’s professional services line item once an agency is selected.

As part of the preparation for the recruitment of a City Attorney, the Interim City Attorney and the Human Resources Director reviewed the 2018 Job Description for the City Attorney position, and it has been updated to align with industry and market standards.

The job description can be viewed here.

DOCUMENTS ATTACHED:

Attachment 1 - Draft Request for Proposals for Recruiting Firm for City Attorney Vacancy

55 Request for Proposals

Recruitment Agency for City Attorney Vacancy

Release Date: January 21, 2026

Deadline for Submittal:

February 23, 2026, at 5:00 p.m.

City of Richmond
City Council
Point of Contact: Interim Senior Assistant City Attorney

56 ABOUT THE CITY OF RICHMOND

The City of Richmond (the “City”) was chartered as a city in 1909 and has a population of 115,3961. The City of Richmond is located 16 miles northeast of San Francisco on the western shore of Contra Costa County. Richmond was incorporated on August 7, 1905 and became a charter city on March 24, 1909. Richmond is best known for its unique history and role in the World War II home front effort. Between 1940 and 1945, tens of-thousands of workers from all over the country streamed into the City to support wartime industries. The City was home to four Kaiser shipyards which housed the most productive wartime shipbuilding operations of World War II, launching 747 ships during the war. The City was also home to approximately 55 war-related industries - more than any other city of its size in the United States. Today, the City is an important oil refining, industrial, commercial, transportation, shipping and government center.

The City operates a council-manager form of government consisting of a mayor and six council members - elected by district. The City provides a 57 full range of municipal services, including police and fire protection; construction and maintenance of rights-of-way, streets, and infrastructure; library services; stormwater and municipal sewer systems; wastewater treatment facility operation; recreational activities; and cultural events. The City also operates the Richmond Memorial Convention Center and the Port of Richmond.

1. Source: US Bureau Census 20192023 ACS 5-year estimate (Table B01003)

To become better acquainted with the City of Richmond, please visit our website at http://www.ci.richmond.ca.us
58 INTRODUCTION

The City of Richmond is requesting proposals from qualified firms to conduct a comprehensive recruitment for a City Attorney. The City Attorney is one of several officials who are appointed by, and report to, the seven member City Council.

This request for proposal (RFP) describes the project, the required scope of services, the consultant selection process, and the minimum information that must be included in the proposal. Failure to submit the information in accordance with the RFP requirements and procedures may be cause for disqualification.

Vendors are required to read and understand all information contained within this entire proposal package. By responding to this RFP, the vendor agrees that they have read and understand these documents.

SCOPE OF SERVICES

Interested parties should submit a letter of interest which includes, but is not limited to:

 A statement of qualifications including recent successful similar recruitments, references, resources (e.g., staffing, lead recruiters) and other information to establish your firm as the most qualified.

 A detailed timeline for the recruitment for completing all necessary services with the expectation that the top candidates will be submitted to the Interim Senior Assistant City Attorney as soon as possible.

 A detailed fee schedule for the provision of all professional services and anticipated expenses.

 A summary of additional services or approaches that will be utilized to conduct successful recruitments.

It is expected that minimally, the successful Search Firm will:

 Create a candidate profile, appropriate and necessary selection criteria, selection process, timeline, and evaluation process.

 Conduct comprehensive compensation survey.

 Develop recruitment materials describing the vacancy, the City organization, and the community.

 Conduct a broad and thorough recruitment utilizing professional publications, and other advertising sources to attract the most highly qualified and diverse candidate pool possible, including direct contact with known qualified individuals.

 Acknowledge receipt of application materials and maintain communication with candidates throughout the recruitment process.
59  Conduct the initial screening of all candidates’ applications.

 Develop a list of top candidates for presentation to the Interim Senior Assistant City Attorney and the City Council.

 Assist in the selection of finalists.

 Prepare and recommend appropriate interview questions and evaluation tools.

 Assist with the anticipated interview panels of community members, management staff, and the City Council.

 Conduct background and reference checks.

 Assist the City with coordinating all candidate correspondence, travel arrangements and record-keeping, on behalf of the City.

 Provide notification to all candidates not selected as finalists for the position.

 Provide periodic progress reports to the Interim Senior Assistant City Attorney and participate in conference calls and/or onsite meetings as requested.

For responding to this Request for Proposals, assume in your estimates that the firm is providing the full range of recruitment services.

Responsive materials should be submitted no later than the close of business, Monday, February 23, 2026.

RFP SCHEDULE

Date Activity
January 21, 2026 Release RFP
February 9, 2026 Final Day to Submit Questions (5:00 PM) February 23, 2026 RFP Due Date
March/April 2026 Effective Date of Contract

PROPOSAL FORMAT GUIDELINES

The proposal should be concise, well organized, and demonstrate the proposer’s qualifications and experience applicable to the Project. The proposal shall be limited to no more than10 double-sided pages (8.5 inches x 11 inches), inclusive of graphics, forms, pictures, photographs, dividers, etc. but not of cost proposal, resumes, required forms, certifications, front and back covers, or letters of commitment from sub- 60 consultants. The required font size is 12 point, with minimum left and right margins of one-inch, and top and bottom margins of 0.7 inches.

Each proposal will adhere to the following order and content of sections. Proposal should be straightforward, concise and provide “layman” explanations of technical terms that are used. Emphasis should be concentrated on conforming to the RFP instructions, responding to the RFP requirements, and on providing a complete and clear description of the offer. Proposals, which appear unrealistic in the terms of technical commitments, lack of technical competence or are indicative of failure to comprehend the complexity and risk of this contract, may be rejected. The following proposal sections are to be included in the Vendor’s response:

A. Vendor Cover Letter

A cover letter, not to exceed three pages in length, should summarize key elements of the proposal and shall:
 Confirm that all elements of this RFP have been reviewed and understood;
 Include a statement of intent to perform the services as outlined;  Express company’s willingness to enter into an agreement under the terms and conditions prescribed by this RFP, insurance requirements (Attachment 1), Sanctuary City Compliance Statement (Attachment 2), and in the sample Standard Service Agreement (Attachment 3).  Submit a written description and brief history of the company’s experiences, qualifications and successes in providing California services described herein. Please indicate the number of employees, client base and location of offices.
 Indicate the address and telephone number of the vendor’s office located nearest to Richmond, California and the office from which the project will be managed.
 Confirm that vendor has a minimum of three (3) years verifiable California experience.
 Stipulate that the proposal price will be valid for a period of at least 180 days.
 Identify a single person for contact during the RFP review process; and  Cover letter shall be signed by an authorized official of the company.

B. Background and Project Summary Section

The Background and Project Summary Section should describe your understanding of the City, the work to be done, and the objectives to be accomplished. Refer to description of services for this RFP.

C. Methodology Section

Provide a detailed description of the approach and methodology to be used to 61 accomplish the Scope of Services of this RFP. The Methodology Section should include:

1) An implementation plan that describes in detail (i) the methods, including controls by which your firm manages projects of the type sought by this RFP; (ii) methodology for soliciting and documenting views of internal and external stakeholders; (iii) and any other project management or implementation strategies or techniques that the respondent intends to employ in carrying out the work.

2) Detailed description of efforts your firm will undertake to achieve client satisfaction and to satisfy the requirements of the "Scope of Services" section.

3) Detailed project schedule, identifying all tasks and deliverables to be performed, durations for each task, and overall time of completion.

4) Detailed description of specific tasks you will require from City staff.

Explain what the respective roles of City staff and your staff would be to complete the tasks specified in the Scope of Services.

D. Staffing

Describe the proposed Project team organization, including identification and responsibilities of key personnel. Indicate role and responsibility of prime consultants and all sub-consultants. If applicable, indicate how local firms are being utilized to ensure a strong understanding of state and local laws, ordinances, regulations, policies, requirements, and permitting. Provide the names and a summary of experience of individuals who would currently be available for recruitment project work.

E. Firm Qualifications

The information requested in this section should describe the qualifications of the firm, key staff and sub‐contractors performing projects within the past five years that are similar in size and scope to demonstrate competence to perform these services. Information shall include:

1) Key staff that participated on named projects and their specific responsibilities with respect to this scope of service.

2) A summary of your firm’s demonstrated capability, including length of time that your firm has provided the services being requested in this Request for Proposal.

3) Provide at least three (3) references that received similar services from your firm in the past 3 years. The City of Richmond reserves the right to contact any of the organizations or individuals listed. Information provided shall include:

62 a) Client Name and contact info
 Telephone & e-mail address
 Address
b) Description of services provided including contract amount c) Project start and end dates.

F. Cost Information

Provide the total direct and indirect costs to complete all tasks identified in the scope of services. Even if the method of payment to proposer will be fixed fee, a detailed cost breakdown shall be provided identifying:

1) The number of staff hours and hourly rates for each professional and administrative staff person who will be available to the City; 2) All other direct costs, such as materials and reproduction costs; and 3) Sub-consultant services, if needed.

As project work may occur over a three-year period, indicate if the proposed rates are fixed for this entire time frame or specifically include how the rates will be adjusted in year two and three of a contract. These rates will also be used to negotiate costs for other projects (including optional tasks) that may be assigned.

No additional funds will be paid above and beyond the original quote given by the selected Vendor.

G. Value Added Services

Please provide any additional services of benefit not specifically required herein, which the Proposerproposer offers to provide.

H. Contractor Assignment of Sub-Contract

The resulting contract shall not be assigned, transferred, or sublet, in whole or in part, without the prior written approval of the City of Richmond. If Proposer intends to subcontract any portion of the resulting contract, they must describe their process for selecting such subcontractor(s) and the quality control measures that the proposer Proposer will employ to ensure that any subcontractor complies with the provisions of proposer’s contract with the City.

I. Previous Contracts with the City of Richmond

The proposer shall submit a list which indicates all prime contracts and/or amendments awarded to the proposer by the City of Richmond for the last three (3) years. The list shall include a short description of the Project, the Project scope of work, award date, completion date, name of the City of Richmond’s assigned Project Manager, and contract value.

63 J. Exceptions to this Request for Proposals

The proposer shall state whether or not it takes exception(s) to this RFP, including but not limited to the City of Richmond’s Standard Services Agreement – RFP (Attachment 3). If the proposer does take exception(s) to any portion of the RFP or contract, the specific portion to which exception(s) is taken must be identified by section number and explained. Requests for changes or additions to sections of City of Richmond’s Standard Services Agreement must be shown by requesting deletion of specific words and/or by providing new requested contract language. Requests for complete replacement of the City of Richmond’s Standard Services Agreement for another contract will not be granted. Failure to make exceptions to the RFP or Standard Services Agreement within the proposal will be deemed a waiver of any objection. Exceptions will be considered during the proposal evaluation process.

K. Statement of Impartiality and Disclosure

The nature of this Project requires an impartial unbiased approach on the part of the proposer’s team. This proposal shall include a statement declaring that the proposer’s and sub-consultants are not currently, and will not, during the performance of these services, participate in any other similar work involving a third-party with interests currently in conflict or likely to be in conflict with City of Richmond’s interests. Additionally, proposer is required to disclose any pending or active investigations or litigation that may affect the reputation or ability of the proposer to carry out the Project.

PROCESS FOR SUBMITTING PROPOSALS

Questions Concerning Request for Proposals

Please do not contact staff directly regarding this Proposal. Electronic Proposals shall be submitted via the City’s secure online bidding system. All required sections of the proposal must be submitted via the website. Contractor is solely responsible for “on time” submission of their electronic proposal. The Bid Management System will not accept late proposals and no exceptions shall be made. Contractors will receive an e- bid confirmation number with a time stamp from the Bid Management System indicating that their bid was submitted successfully. The City will only receive those proposals that were transmitted successfully.

Proposals must be received no later than February 23, 2026, 5:00 p.m. PST

All questions must be submitted via the electronic BidsOnline system on the Q&A tab no later than February 9, 2026, 5:00 p.m. PST. The City of Richmond reserves the right to waive inconsequential irregularities. If the City finds it necessary to issue an addendum, prospective Proposers will receive e-mail notification of addendum. It is the proposer’s responsibility to periodically check the BidsOnline website www.ci.richmond.ca.us/ bids for any possible Addenda to the RFP that may have been posted.

64 Any party submitting a proposal shall not contact or lobby any City Council member, City officials, employee (except those specified for contact) or agent regarding the RFP. Any party attempting to influence or circumvent the RFP, bid submittal, and review process may have their proposal rejected for violating this provision of the RFP.

Interested parties may download copies of the above-mentioned proposal by visiting the City's web site, to download RFP, new vendors will be required to register. Once the vendor downloads any documents relative to a solicitation, that vendor's name will appear on the Prospective Bidders list for that project and will receive any addenda or notifications relating to the RFP.

Submission of Proposals

Please submit your proposal via the City of Richmond's BidsOnline system. Proposals submitted by facsimile or e-mail are not acceptable and will not be considered.

The proposal and any required certifications shall be signed by an individual or individuals authorized to execute legal documents on behalf of the proposer.

Proposer is responsible for submitting its entire proposal package with all required submittal documents and any modifications or revisions, to reach the City of Richmond’s office as designated in the RFP by the time specified below. Any proposal, modification, or revision received by the City of Richmond after the exact time specified for receipt of proposals is “late” and will not be considered. The City of Richmond reserves the right to waive inconsequential irregularities.

GENERAL GUIDELINES

This RFP does not commit the City to award a contract, to defray any costs incurred in preparing a proposal pursuant to this RFP, or to procure or contract for work. The City may reject a proposal without providing the reason(s) underlying the declination. A failure to award a contract to the proposer with the lowest cost proposal shall not constitute a valid cause of action against the City. The City shall not be responsible for work done, even in good faith, prior to final approval of the proposed contract. The City may investigate the qualifications of any respondent under consideration, require confirmation of information furnished by the respondent, and require additional evidence or qualifications to perform the Services described in this RFP.

The City reserves the right to:

1. Reject any or all proposals.

2. Issue subsequent Requests for Proposal.

3. Postpone opening for its convenience.

4. Remedy technical errors in the Request for Proposal process.

5. Negotiate with any, all, or none of the Respondents.

6. Solicit best and final offers from all or some of the Respondents.

7. Select one or more Respondents.

8. Accept other than the lowest proposed fees.

9. Waive informalities and irregularities in proposals.

Public Records

65 All proposals submitted in response to this RFP become the property of the City and may be subject to disclosure under the California Public Records Act. Documents legally exempt from public disclosure will not be disclosed by the City if marked with "confidential" on each applicable page. Trade secrets may be kept confidential only to the extent they meet the requirements of California Government Code section 7924.510.

Insurance Requirements

The City requires consultants doing business with it to obtain insurance, as shown in Appendix B. The required insurance certificates must comply with all established standards and requirements. They must be provided within fifteen (15) days of issuance of the Notice of Intent to Award before any work on the Project begins.

Business Licenses

The successful Contractor and all subcontractors used in the work will be required to hold or obtain a City business license, for which the fee will not be waived.

Compliance with City Ordinances

The contractor and all subcontractors shall comply with the City Nondiscrimination Clauses in City Contracts Ordinance (Richmond Municipal Code (RMC) Chapter 2.28), Business Opportunity Ordinance (RMC Chapter 2.50), Local Employment Program Ordinance (RMC Chapter 2.56), Living Wage Ordinance (RMC Chapter 2.60) and Ordinance Banning the Requirement to Provide Information of Prior Criminal Convictions on all Employment Applications (“Ban the Box”) (RMC Chapter 2.65), which are incorporated into the RFP by this reference.

Collusion

By submitting a proposal, each respondent represents and warrants that its proposal is genuine and not false or collusive or made in the interest of, or on behalf of any person not named therein; that the respondent has not directly or indirectly induced or solicited any other person to submit a false proposal, or any other person to refrain from submitting a proposal; and that the respondent has not, in any manner, sought collusion to secure any improper advantage over any other person submitting a proposal.

Withdrawal of Proposals

A respondent may withdraw their proposal before the expiration of the time for submission of proposals by delivering to the Finance Department a written request for withdrawal signed by, or on behalf of, the respondent.

Ownership of Documents

All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems, and any other materials produced for the Project shall be the sole and exclusive property of the City. No such materials or properties produced in whole or in 66 part for the Project shall be subject to private use, copyrights, or patent rights by Respondent in the United States or any other country without the express written consent of the City. The City shall have unrestricted authority to publish, disclose (except as may be limited by the provisions of the Public Records Act), distribute, and otherwise use, copyright, or patent, in whole or in part, any such reports, studies, data, statistics, forms or other materials or properties produced for this project.

PROPOSAL EVALUATION AND SELECTION PROCESS

All proposals shall be reviewed to verify that the Proposer has met the minimum requirements. Proposals that have not complied with requirements do not meet minimum content and quality standards or take unacceptable exceptions to the General Terms and Conditions of the Service Agreement will be eliminated from further consideration.

Proposals will be reviewed and evaluated by an evaluation committee of City personnel.

The Selection Committee may invite the highest-ranking Proposers to an interview.

Finalists will be allotted one hour to present to and answer questions from the selection committee. Key project team members are expected to attend the interview.

The City reserves the right to reject all proposals or make no award. The City also reserves the right to require modifications follow‐up with requests for additional information, including, but not limited to, follow‐up interviews. The City may request Best and Final offers based upon an improved understanding of the offers or changed scope of service. The City will negotiate with that vendor to determine final pricing and contract form. Because this proposal is negotiable, all pricing data will remain confidential until after the award is made, and there will be no public opening and reading of Proposals.

Overall responsiveness to the RFP is an essential factor in the evaluation process. The criteria upon which the evaluation of the proposals will be based include, but are not limited to, the following:

Experience/Past Performance/References – 40%
Consideration will be given based upon the firm’s experience, years in business, past and current client references; technical expertise and professional competence in areas directly related to this RFP; number of years of experience in performing similar work.

Proposer Qualifications – 30%
Consideration will be given for the overall quality of the proposal, including a demonstrated understanding of the purpose, scope and objective of the services to be performed. It is the intention of the City of Richmond to award a contract to the Respondent who furnishes satisfactory evidence that the Respondent has the requisite experience and ability to enable the Respondent to execute the work successfully and properly, and to complete services in a timely manner. To determine the degree of responsibility to be credited to the Respondent, the City of Richmond will weigh the evidence that the Respondent has performed satisfactorily other contracts of like nature, magnitude and comparable difficulty and comparable rates of progress.

Cost Proposal – 30%
67 Costs should include the full scope of services and specifically address how advertising will be paid.

Pre-Award Negotiations

After the proposals are opened, but prior to award, the City may elect to conduct negotiations with the highest ranked respondent for purposes of:

• Resolving minor differences and information
• Clarifying necessary details and responsibilities
• Emphasizing essential issues and points
• Receiving assurances from respondents
• Cost/budget clarifications

If the City cannot successfully negotiate a contract with the highest -ranked respondent, the City may begin negotiations with the second highest-ranked respondent.

Selection may be made without further discussion, negotiations, or the Proposer’s presentations; therefore, the Proposer shall offer the most favorable terms in response to this RFP. Proposer must demonstrate an understanding of the scope of service to be provided and the ability to accomplish the tasks set forth. Proposer shall include information enabling the City to determine the Proposer’s overall qualifications. The City reserves the right to request additional information or clarification on any matter in the proposal response to enable the City to arrive at the final award decision.

Award—After the Review Panel has completed its work, City staff will recommend a firm to management for approval. The services provided by the successful bidder shall be governed by a Standard Services Agreement (Appendix C).

Appendix 1: Insurance Certificate
Appendix 2: Sanctuary City Compliance Statement
Appendix 3: Standard Services Agreement
68

January 20, 2026

City Council

DATE: January 20, 2026
TO: Mayor Martinez and Members of the City Council
FROM:

Councilmember Doria Robinson

Subject:

Letter of Support for Alliance of Californians for
Community Empowerment Clean Energy and Healthy
Homes Project
FINANCIAL IMPACT: There is no financial impact on receiving this item.

PREVIOUS COUNCIL
ACTION:

The Richmond City Council passed a resolution
(Resolution No. 117-24) in October 2024 to support a
Project Labor Agreement (PLA) for the "Richmond Clean
Energy and Healthy Homes Project."

STATEMENT OF THE
ISSUE:

Neighborhood-scale residential building decarbonization involves decommissioning expensive and dirty gas lines
and making energy efficiency upgrades, providing clean
electric appliances, and – where possible – installing
rooftop solar and storage across entire blocks. The goal is to usher in an equitable clean energy transition and ensure that everyone receives the health and economic
benefits of getting off gas, regardless of their income and whether they are a tenant, landlord, or homeowner.

As part of the Richmond Clean Energy and Healthy
Homes Project, the Alliance of Californians for
Community Empowerment (ACCE) is working with the
Building Decarbonization Coalition (BDC) and
Association for Energy Affordability (AEA) to build
support for neighborhood-scale decarbonization by door
knocking in Richmond and enrolling residents in PG&E’s
Electrify My Block program and the California Energy
Commission’s Equitable Building Decarbonization direct
AGENDA
REPORT
69

January 20, 2026
install program. To help support these efforts, ACCE is requesting an endorsement letter from the City of
Richmond and Richmond City Council on official
letterhead. The letter will be used while door knocking to demonstrate support for this initiative from elected
officials and build trust with community members, many
of whom are wary of electrification due to predatory solar scams and confusion around the many energy efficiency
programs that are being offered.

RECOMMENDED ACTION:

REQUEST the city manager provide a letter of support
for the Alliance of Californians for Community
Empowerment (ACCE) work with the Building
Decarbonization Coalition (BDC) and Association for
Energy Affordability (AEA) to build support for
neighborhood-scale decarbonization - Councilmember
Doria Robinson (510-620-6568).

DISCUSSION:

In October 2024, the Richmond City Council passed a resolution (Resolution No. 117- 24) to support a Project Labor Agreement (PLA) for the "Richmond Clean Energy and Healthy Homes Project," and at that time expressed explicit support for Alliance of Californians for Community Empowerment’s (ACCE) Healthy Homes for All Project.

This letter of support would be a formal recognition of that support, helping the project move forward towards implementation. Supporting this project helps the City of Richmond achieve our Climate Action Plan goals while making sure residents, who normally would not be able to afford electrification, can also benefit from the transition away from fossil fuels and towards cleaner energy sources.

Neighborhood-scale residential building decarbonization involves decommissioning expensive and dirty gas lines and making energy efficiency upgrades, providing clean electric appliances, and – where possible – installing rooftop solar and storage across entire blocks. The goal is to usher in an equitable clean energy transition and ensure that everyone receives the health and economic benefits of getting off gas, regardless of their income and whether they are a tenant, landlord, or homeowner.

Background

Making Richmond a Clean Energy Leader: Clean Energy and Healthy Homes for All Project

The vision: ACCE (Alliance of Californians for Community Empowerment) and allies make the City of Richmond a model for dignified, clean, green healthy homes—all while creating good local union jobs, protecting tenants and increasing our collective power.

70

January 20, 2026
The approach: Neighborhood-scale building decarbonization means improving energy efficiency, providing clean electric appliances, and installing rooftop solar and storage across entire neighborhood blocks. This way, everyone receives the health and economic benefits of getting off gas and installing rooftop solar, regardless of whether they are rich or own their home. Without community-led projects like this one, wealthier individuals will electrify their homes and pull themselves off an aging gas grid. With fewer people on the gas grid, rates will skyrocket, leaving low-income households with higher bills. This project models how to prioritize working-class communities, especially Black and Brown neighborhoods, which face disproportionate burdens from polluting industries, poor indoor air quality, and energy burden.

Protecting our people: We are committed to ensuring that green investments benefit our communities — not landlords and large corporations. To make that possible, our program will:
● Reduce reliance on gas appliances to also help lower indoor air pollutants, which can improve asthma symptoms and improve overall respiratory health for residents
● Include strong tenant protections so renters don’t have to fear rent increases or displacement because of improvements to their homes.
● Reduce costs of utility bills through improved insulation, high-efficiency appliances, and solar; work with the City and PG&E to secure a commitment that electrification will not increase rates
● Work with building trade unions so that decarbonization projects are performed by highly skilled who are paid a fair wage, receive benefits, and have decent working conditions
● As part of our collaboration with the building trades, ensure local hiring and investment in pre-apprenticeship programs that train Richmond residents for jobs in the green economy

Funding our work: We believe that the costs of transitioning off gas should not fall on the backs of working-class and poor communities who did the least to cause the climate crisis. To this end, we are committed to ensuring that the costs of neighborhood-scale building decarbonization projects are fully covered for program participants. Possible funding sources include:
● Pacific Gas and Electric (PG&E) pilot projects approved by recent legislation and/or funding if 100% of residents agree to electrify (speaking with PG&E representatives about this)
● Equitable Building Decarbonization funding through the California Energy Commission
● Stacking existing clean energy programs from the California Energy Commission (CEC) and California Public Utility Commission (CPUC), and Solar for All from GRID Alternatives (stackability evaluated per home)

How we get there: Collaborating with the City of Richmond and other allies to pilot a project across multiple city blocks in the Iron Triangle, Coronado or Sante Fe neighborhood. These neighborhoods are working-class Black and Brown communities 71

January 20, 2026
where Contra Costa ACCE has organized for many years. They are also neighborhoods where gas lines are old and need to be replaced, presenting a strategic opportunity to electrify instead. This pilot project will demonstrate that the strategy of pursuing community-led neighborhood-scale decarbonization projects works. The project will lay the groundwork to expand to more blocks and neighborhoods in the years to come.

As part of the Richmond Clean Energy and Healthy Homes Project, the Alliance of Californians for Community Empowerment (ACCE) is working with the Building Decarbonization Coalition (BDC) and Association for Energy Affordability (AEA) to build support for neighborhood-scale decarbonization by door knocking in Richmond and enrolling residents in PG&E’s Electrify My Block program and the California Energy Commission’s Equitable Building Decarbonization direct install program. To help support these efforts, ACCE is requesting an endorsement letter from the City of Richmond and Richmond City Council on official letterhead. The letter will be used while door knocking to demonstrate support for this initiative from elected officials and build trust with community members, many of whom are wary of electrification due to predatory solar scams and confusion around the many energy efficiency programs that are being offered.

RECOMMENDED ACTION: Provide a Support Letter utilizing the draft provided in the agenda report

DOCUMENTS ATTACHED:

Attachment 1 — Draft Support Letter
Attachment 2 — Project Overview
Attachment 3 — City of Oakland Letter of Support

72 [Insert Letterhead]

The City of Richmond and Richmond City Council are proud to support this bold effort by the Alliance of Californians for Community Empowerment (ACCE) and its partners, the Building Decarbonization Coalition (BDC) and Association for Energy Affordability (AEA), to make Richmond homes healthier, safer, and less expensive by educating low-income and working-class residents about the benefits of electrification and enrolling them in home energy-improvement programs.

These programs, including PG&E’s Electrify My Block and the California Energy Commission’s (CEC’s) Equitable Building Decarbonization, offer eligible Richmond residents the opportunity to a) upgrade to new and efficient electric appliances that reduce indoor air pollution (induction stoves, heat pumps), and b) fix structural issues that improve comfort and health (mold remediation, insulation). When coupled with solar and storage systems – also available to eligible Richmond residents through various initiatives – these energy efficiency upgrades increase service reliability and reduce electricity bills. This is all at minimal to no cost to residents, while also protecting tenants from rent increases and evictions.

These programs align with the City of Richmond’s goals to reduce greenhouse gas emissions, increase energy resilience, promote healthy indoor air, and enhance the quality of life for all. To learn more about the City's efforts to support resilient and sustainable communities, visit https://www.richmondca.gov/3313/Climate-Action- Plan#:~:text=The%20Richmond%20Climate%20Action%20Plan,public%20spaces%20in%2 0our%20community.

Sincerely,

73 Making Richmond a Clean Energy Leader: Clean Energy and Healthy Homes for All Project The vision : ACCE (Alliance of Californians for Community Empowerment) and allies make the City of Richmond

a

model

for

dignified,

clean,

green

healthy

homes—all

while

creating

good

local

union

jobs,

protecting

tenants

and

increasing

our

collective

power.

The approach : neighborhood-scale building decarbonization means improving energy efficiency, providing

clean

electric

appliances,

and

installing

rooftop

solar

and

storage

across

entire

neighborhood

blocks.

This

way,

everyone

receives

the

health

and

economic

benefits

of

getting

off

gas

and

installing

rooftop

solar,

regardless

of

whether

they

are

rich

or

own

their

home.

Without

community-led

projects

like

this

one,

wealthier

individuals

will

electrify

their

homes

and

pull

themselves

off

an

aging

gas

grid.

With

fewer

people

on

the

gas

grid,

rates

will

skyrocket,

leaving

low-income

households

with

higher

bills
.

This

project

models

how

to

prioritize

working-class

communities,

especially

Black

and

Brown

neighborhoods,

which

face

disproportionate

burdens

from

polluting

industries,

poor

indoor

air

quality,

and

energy

burden.

Protecting our people : we are committed to ensuring that green investments benefit our communities — not

landlords

and

large

corporations.

To

make

that

possible,

our

program

will:
● Reduce reliance on gas appliances to also help lower indoor air pollutants, which can improve asthma

symptoms

and

improve

overall

respiratory

health

for

residents
● Include strong tenant protections so renters don’t have to fear rent increases or displacement because

of

improvements

to

their

homes.

● Reduce costs of utility bills through improved insulation, high-efficiency appliances, and solar; work

with

the

City

and

PG&E

to

secure

a

commitment

that

electrification

will

not

increase

rates
● Work with building trade unions so that decarbonization projects are performed by highly skilled who

are

paid

a

fair

wage,

receive

benefits,

and

have

decent

working

conditions
● As part of our collaboration with the building trades, ensure local hiring and investment in pre-apprenticeship

programs

that

train

Richmond

residents

for

jobs

in

the

green

economy
Funding our work : we believe that the costs of transitioning off gas should not fall on the backs of working-class

and

poor

communities

who

did

the

least

to

cause

the

climate

crisis.

To

this

end,

we

are

committed

to

ensuring

that

the

costs

of

neighborhood-scale

building

decarbonization

projects

are

fully

covered

for

program

participants.

Possible

funding

sources

include:

● Pacific Gas and Electric (PG&E) pilot projects approved by recent legislation and/or funding if 100%

of

residents

agree

to

electrify

(speaking

with

PG&E

representatives

about

this)
● Equitable Building Decarbonization funding through the California Energy Commission ● Stacking existing clean energy programs from the California Energy Commission (CEC) and California

Public

Utility

Commission

(CPUC),

and

Solar

for

All

from

GRID

Alternatives

(
stackability

evaluated

per

home
)
How we get there : collaborating with the City of Richmond and other allies to pilot a project across multiple

city

blocks

in

the

Iron

Triangle,

Coronado

or

Sante

Fe

neighborhood.

These

neighborhoods

are

working-class

Black

and

Brown

communities

where

Contra

Costa

ACCE

has

organized

for

many

years.

They

are

also

neighborhoods

where

gas

lines

are

old

and

need

to

be

replaced,

presenting

a

strategic

opportunity

to

electrify

instead.

This

pilot

project

will

demonstrate

that

the

strategy

of

pursuing

For more information, contact David Sharples at [email protected] 74 community-led neighborhood-scale decarbonization projects works. The project will lay the groundwork to

expand

to

more

blocks

and

neighborhoods

in

the

years

to

come.

For more information, contact David Sharples at [email protected] 75 76

January 20, 2026

Department

DATE: January 20, 2026
TO: Mayor Martinez and Members of the City Council
FROM:

Shasa Curl, City Manager
Patrick Seals, Administrative Chief

SUBJECT:

Celebration of Life Event for Betty Reid Soskin in
Conjunction with Black History Month
FINANCIAL IMPACT: The City of Richmond does not charge itself for use of its own facilities, but staff time will be needed for utilizing the Richmond Auditorium. Any costs associated with this
event will come from the City Manager’s Office existing budget of $12,000 (Account Code: 01131013-400201).

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

In honoring the life and legacy of Betty Reid Soskin in conjunction with Black History Month, the City Manager is requesting authorization to host a historic celebration of life event at the Richmond Auditorium for the community.

RECOMMENDED ACTION:

APPROVE the waiver of fees associated with the use of
the Richmond Auditorium in the month of February 2025
to host a celebration honoring the life of Betty Reid
Soskin; AUTHORIZE City staff to support the planning
and hosting of the historical acknowledgement;
APPROVE the use of City funds to support the public
event during Black History Month; and APPROPRIATE
an amount not to exceed $12,000 – City Manager’s
Office (Shasa Curl 510-620-6512).

AGENDA
REPORT
77

January 20, 2026
DISCUSSION:

On December 21, 2025, the City of Richmond received the somber news of the passing of retired National Park Service Ranger Betty Reid Soskin, a longtime Richmond resident and nationally revered public servant. In recognition of Ms. Soskin’s extraordinary life, historic contributions, and enduring impact on the City of Richmond and the nation, City staff proposes to co-host a Celebration of Life event to honor her legacy.

City staff recommend scheduling the event in early 2026 with a preference for February 2026. This timeframe is especially meaningful, as it aligns closely with the anniversary of her passing and allows the City and community to come together in reflection following the holiday season. The proposed celebration would serve as an opportunity to honor Ms. Soskin’s life, her decades of service, and her commitment to ensuring that historically underrepresented stories are preserved and shared.

While details of the event are still being finalized, the proposed components of the Celebration of Life may include the following:

 Formal acknowledgment by the City of Richmond recognizing Betty Reid Soskin’s historic role as the oldest serving National Park Service ranger in the United States and her contributions to the Rosie the Riveter / World War II Home Front National Historical Park. This recognition may include proclamations, a slide show, and a public display featuring photographs and information highlighting her life, work, and achievements.

 Remembrances and testimonials from elected officials, community organizations, colleagues, and members of the public to share reflections and remembrances, either in person or through pre-recorded video tributes.

 Potential performances by local artists or cultural groups to add a celebratory and reflective dimension to the event.

 Reception with light refreshments and beverages, allowing attendees to gather and honor Ms. Soskin’s legacy together.

City staff recommend hosting the event at the Richmond Auditorium during workday hours. While the estimated cost for use of the facility is approximately $6,610 (excluding a $3,000 refundable deposit), as a City-sponsored event, the City of Richmond would not charge itself for use of the space. For transparency and informational purposes, the typical facility costs that would otherwise apply are outlined below:

78

January 20, 2026
Items Total
Application $50
Kitchen Use $206
Hourly Event Rate (9 hours @ $642/hour) $5,778
Podium $36
Rectangle Tables (30 @ $4.00/table) $120
Round tables (30 @ $4.00/table) $120
Chairs (300 @ $1.00/chair) $300

ESTIMATED TOTAL $6,610

Given the scope and significance of the event, City staff time will be required to support both planning and day-of operations. The City Manager will remain mindful of daily operational needs while coordinating staff participation. Auditorium staff may assist with event setup, technical support, and on-site coordination. Additionally, staff may develop a commemorative piece highlighting Ms. Soskin’s life and contributions, either for presentation during the service or for future broadcast on Richmond’s television channel, ensuring her legacy is preserved for future generations.

It is important to note that any associated costs for items such as food, beverages, decorations, and programming will be covered through existing departmental budgets or supported by external fundraising or partnerships. In total, the City Manager seeks authorization to spend up to $12,000 to support this historical commemorative event.

Betty Reid Soskin dedicated her life to public service, education, and historical preservation. Through her work with the National Park Service, she played a significant role in broadening the public understanding of the World War II home front by ensuring that the contributions and experiences of African Americans, women, and working families were accurately represented and preserved. Her work brought national recognition to Richmond’s historical significance and reinforced the City’s role as a leader in inclusive and comprehensive historical interpretation.

Ms. Soskin’s legacy continues to have a lasting impact on residents, visitors, and public servants. Her commitment to public education, civil rights, and historical accuracy reflects values that align closely with the City of Richmond’s mission and community priorities. City staff believe it is appropriate and necessary to formally recognize her life and service through a City-supported Celebration of Life.

By co-hosting a Celebration of Life in honor of Betty Reid Soskin, the City of Richmond seeks to acknowledge her contributions, honor her legacy, and reaffirm its ongoing commitment to equity, inclusion, and the preservation of shared history for current and future generations.

DOCUMENTS ATTACHED:

None.
79

January 20, 2026

Department

DATE: January 20, 2026
TO: Mayor Martinez and Members of the City Council
FROM: LaShonda White, Deputy City Manager – Community
Services
Patrick Seals, Administrative Chief
Jora Atienza Washington, Senior Management Analyst
Nicholas Delgado, Associate Management Analyst
Guadalupe Morales, Associate Management Analyst
Kaitlen Burnom, Management Analyst
SUBJECT:

Release the Fiscal 2026 -27 Environmental Community and Investment Agreement (ECIA) Competitive Grant
FINANCIAL IMPACT: The ECIA provides $90 million in revenue to Richmond over a 10-year period. From this total, $6 million is allocated to fund the competitive grant program to support community programs and non-profits focused on community, youth,
and youth sports. An allocation of $715,000 is proposed for the fiscal year 2026-2027 grant cycle. As in previous grant cycles, additional funding will be allocated to support staff time and a possible capacity building program for
community-based organizations (Account String: 11771018- 400201-2A111).

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

The City of Richmond and Chevron agreed to an
Environmental and Community Investment Agreement
(ECIA), to provide $90 million dollars to the Richmond
community over ten years to support various programs
including a competitive grant program. City staff members are requesting City Council acknowledge release of
guidelines and application for the Fiscal Year (FY) 2026- 2027 ECIA Community Grant Program for the 11th grant
cycle.

AGENDA
REPORT
80

January 20, 2026
RECOMMENDED ACTION:

ACKNOWLEDGE the release of the Request for Application
and Guidelines for the Fiscal Year 2026-2027
Environmental and Community Investment Agreement
(ECIA) Competitive Grant Program for Categories 1-4, with an annual allocation of $715,000 – City Manager’s Office (Jora Atienza Washington/Nicholas Delgado/Guadlupe
Morales/Kaitlen Burnom/ Patrick Seals 510-620-6512).

DISCUSSION:

The Environmental and Community Investment Agreement (ECIA) Competitive Grant Program is entering into its 11th funding cycle for Richmond-serving organizations that support community, youth, and youth sports. Typically, the ECIA Competitive Grant Program has allocated $600,000 annually across four (4) categories, including the Competitive Grant Awards (990N and 990), City Council Approved Awards, and the Community Services Mini-Grant Awards. To date, the ECIA has awarded more than 217 grants totaling approximately $4.7 million.

Proposed FY 2026-2027 ECIA Grant Application and Guidelines

ECIA grant staff is bringing forth proposed guidelines and an application for the Fiscal Year (FY) 2026-2027 ECIA Community Grant Program. To provide opportunities for organizations with different capacities and different financial needs to have access to grant funds, the $715,000 available for grants is allocated in the method described below (See Table 1). Organizations are eligible to apply for and receive funding from multiple categories.

TABLE 1
Cat. Grant Award Options Award Decision
Made By
Award Range Proposed
Award
Amount

1 Competitive Grant
Awards; Gross Receipts
Less than $50,000
City Council
(Recommendations
made by ECIA Review
Panel)
$10,000 - $50,000

$565,000

2 Competitive Grant
Awards; Gross Receipts
More than $50,000
City Council
(Recommendations
made by ECIA Review
Panel)

3 City Council Approved
Awards City Council Based on Council
discretion $50,000

4 Community Services
Mini-Grant Awards
(separate application)
Community Services
Department Up to $10,000 $100,000
81

January 20, 2026
*Final amounts might differ slightly TOTAL $715,000*

Categories 1 & 2: Competitive Grant Awards – Total Allocation of $565,000 For categories 1 and 2, organizations will be grouped based on their annual gross receipts (verified using 990s, 990-Ns, or audited financials). Organizations whose budgets are similarly situated will be reviewed in context with comparable organizations.

The major components of the competitive grant program include the following:
 Funding Allocations:
o $565,000 is available to award organizations under categories 1 and 2 o A maximum of $100,000 is available to organizations with annual budgets over $750,000 (per last completed 990s or audited financials)

 Eligibility Requirements:
o Per the ECIA, organizations must provide services focused on the community, youth, and/or youth sports to Richmond and North Richmond residents
o Organizations must operate as a non -profit entity with 501(c)(3) tax status with current financial statements (i.e., Filed I.R.S. Form 990 or 990 -N or current audited financials). Fiscal sponsors may be used. o A minimum of 80 percent (80%) of the organization’s proposed grant-funded program/services must be provided to Richmond residents. Richmond - based organizations will receive extra points through the application review process. If awarded an ECIA grant, grant funds may only be spent serving Richmond residents.
o Organizations that received an ECIA grant award of more than $10,000 during the FY 202 5-26 grant cycle (current grant cycle) are not eligible to apply during the FY 2026-27 ECIA grant cycle.

 Application Submission Requirements:
o Applications must be submitted electronically via
http://richmondca.submittable.com/
o Complete all required application sections
o Proof of 501(c)(3) status
o Financial statements
o List of Board of Directors and affiliations
o Letter describing and authorizing collaboration (if with a governmental entity), if applicable
o Signed agreement between the organization and the fiscal sponsor, if applicable

 Tentative timeline (subject to change):

TASK DATE
Application Release Date January 23, 2026
FY 2026-27 ECIA Information Session February 2026
Applications Due (No Exceptions) March 13, 2026, by 11:59 p.m. 82

January 20, 2026
Application Review and Scoring March – April 2026
City Council Review and Approval April 2026
Grant Award Notification May 2026
Grant Award Period July 1, 2026 - June 30, 2027

Category 3: City Council Approved Awards - Total Allocation of $50,000

A total of $50,000 is allocated for Category 3 which allows for the re-evaluation of applications submitted by organizations that applied for the ECIA Grant (through categories 1 and 2), met all submission requirements, were evaluated by the ECIA Grant Review Committee, but were not recommended for funding. The City Council Ad Hoc Committee, currently consisting of Councilmembers Bana and Zepeda, will make a recommendation to the full City Council regarding grant awards in June 2026. City staff will then enter into grant agreements with the organizations

Category 4: Community Services Mini-Grant Award Allocation – Total Allocation of $100,000

A total of $100,000 is allocated for Category 4 - Community Services Department (CSD) Mini-Grant Awards. Grant awards will be up to either $5,000 or $10,000, and the number of awards available is determined based on the amount of each award. The Richmond Community Services Department mini-grant program is a component of the ECIA Grant Program. Richmond-serving organizations that provide services that meet the needs of the community and youth, and that partner with and/or consistently utilize facilities managed by the Community Services Departments can apply for the mini-grant (Attachment 2). Grant applications are reviewed and scored by a review panel that may consist of representatives from the Community Services Department, Recreation and Parks Commissioners, and/or community members. Grant award amounts are on a reimbursement basis; however, if needed, organizations can request advance payments. The tentative schedule associated with the application and administration of the CSD Mini-Grant follows that of the ECIA Category 1 and 2 noted above, with an application release date of January 23, 2026, and a due date of March 13, 2026.

Next Steps

City staff are requesting that City Council acknowledge release of the FY 202 6-2027 guidelines and application, and be aware that staff may make changes, as needed, for clarification purposes and logistics.

SYNERGISTIC POLICIES:

Environmental and Community Investment Agreement - The City of Richmond and Chevron agreed to an Environmental and Community Investment Agreement (ECIA), to provide $90 million dollars to the Richmond community over ten years. This included investments in community programs, competitive community grants, community-based greenhouse gas reduction programs and a photovoltaic solar farm. The initial ECIA 83

January 20, 2026
("initial ECIA") was adopted by the Richmond City Council on July 29, 2014. The City Council adopted the current amended ECIA ("current amended ECIA") on December 15, 2015.

DOCUMENTS ATTACHED:

Attachment 1 – FY 2026-2027 Richmond ECIA Community Grant Program Guidelines Attachment 2 – FY 2026-2027 CSD Mini-Grant Program Guidelines

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FY 2026-27

CITY OF RICHMOND - ENVIRONMENTAL & COMMUNITY

INVESTMENT AGREEMENT (ECIA)

COMMUNITY GRANT PROGRAM

GUIDELINES & APPLICATION

REQUEST FOR APPLICATION (RFA)

All interested applicants should check the City’s ECIA website (www.ci.richmond.ca.us/ECIAgrants) to ensure that they receive any addendums to this RFA, emails or special announcements.

Application is due on Friday, March 13, 2026, at 11:59 p.m. (NO EXCEPTIONS)

Materials must be submitted electronically to:

http://richmondca.submittable.com/

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RICHMOND - ECIA COMMUNITY GRANT PROGRAM
FY 2026-2027 GRANT GUIDELINES

Table of Contents

ECIA Background ........................................................................... 3

Eligibility Requirements ................................................................... 3

Grant Award Amounts and Categories ........................................... 4

Grant Program Timeline .................................................................. 5

Eligible and Ineligible Uses of Grant Funds .................................... 5

Fiscal Sponsorships ........................................................................ 6

Collaborating Organizations ............................................................ 7

Application Submission Requirements ............................................ 7

Payment Provisions ........................................................................ 8

Review Criteria ............................................................................... 9

Application Review and Selection Process ....................................10

Late Application or Modification to Applications ............................ 10

Technical Assistance/Capacity Building ........................................ 11

Questions About or Addendums to the Applications ..................... 11

Grantee Requirements .................................................................. 11

City Staff Contact .......................................................................... 12

General Terms and Conditions ..................................................... 13

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RICHMOND - ECIA COMMUNITY GRANT PROGRAM
FY 2026-2027 GRANT APPLICATION GUIDELINES

ECIA BACKGROUND

On July 29, 2014, the Richmond City Council approved the Chevron Environmental and Community Investment Agreement (ECIA), which will invest $90 million dollars to the Richmond community over 10-years. The ECIA includes investments in community programs, a scholarship program, competitive community grants, community-based greenhouse gas reduction programs, and a photovoltaic solar farm.

The ECIA specifies the amount and disbursement timeline of Chevron’s funding obligation, as well as funding allocations over a ten-year period (beginning in 2016) for the following programs:

 Scholarship program - $35 million
 Electric City and Easy Go - $18 million
 Roof-top solar, energy retrofit, zoning ordinance update - $6.25 million  Job training program - $6 million
 Competitive grant program - $6 million
 Transportation and transit programs - $2.75 million
 Public safety programs - $2 million
 Urban Forestry - $2 million
 Free internet access - $1 million
 Climate Action Plan - $1 million

It is proposed that $715,000 is allocated for the total FY 2026-27 ECIA grant cycle. This RFA is relevant to Categories 1 and 2 only, with a total available award amount of $565,000.

It is the goal of the Richmond City Council to provide opportunities for organizations with varying capacities and financial needs to have access to ECIA grant funds. ECIA grant funds are awarded on an annual basis and therefore, organizations should not become reliant on this funding source. All Richmond-serving non-profit organizations are eligible to apply for funding; however, in an attempt to fund a variety of organizations, the City Council would like to allocate the majority of the available grant funding to organizations that have smaller annual budgets, greater needs for capacity building and limited staffing, and that might not have access to other forms of funding.

ELIGIBILITY REQUIREMENTS

Organizations must meet the following conditions to be eligible to apply for a grant:

 Provide services focused on the community, youth and/or youth sports to Richmond and North Richmond residents

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 Operate as a non-profit entity with 501(c)(3) tax status with current financial statements (i.e., Filed I.R.S. Form 990 or 990-N or current audited financials). Fiscal sponsors can be used.

 Provide services to Richmond residents (Richmond-serving)  A minimum of 80 percent of the organization’s proposed grant-funded programs/services must be provided to Richmond residents. If awarded an ECIA grant, grant funds can only be spent serving Richmond residents.

Note: Organizations that received an ECIA grant award of more than $10,000 during the previous (FY 2025-26) ECIA grant cycle are ineligible to apply in the current grant cycle (FY 2026-76).

GRANT AWARD AMOUNTS AND CATEGORIES

Grant allocation amount: The amount available for the FY 2026-2027 grant cycle (July 1, 2026 – June 30, 2027) is $715,000.

Minimum and maximum grant awards: The minimum grant award is $5,000. The maximum grant award is $50,000. The number of awards available will be determined based on the amount of each final award.

Number of applications per grant cycle: Organizations may submit only one application per grant cycle (applicants may submit one (1) application for the ECIA cycle and also one (1) for the CSD Mini-Grant cycle in the same fiscal year).

Award categories: $715,000 available for grants is allocated over four different categories listed below. Categories 1 and 2 are relevant to this Request for Application:

Grant Award
Options
Eligibility Award Decision
Made By
Award
Range
Total Award
Amount
1 Competitive
Grant
Awards
(Relevant for
this RFA)

Non-profit organizations
reporting gross receipts of less
than $50,000 annually
City Council
(Recommendations
made by ECIA
Review Panel)

$10,000 -
$50,000

$ 565,000

See Special
Note Below
2 Competitive
Grant
Awards
(Relevant for
this RFA)
Non-profit organizations
reporting gross receipts of more
than $50,000 annually
City Council
(Recommendations
made by ECIA
Review Panel)
3 City Council
Approved
Awards

Organizations that applied for
the ECIA Grant (categories 1
and 2) but were not
recommended for funding
City Council Amounts
based on
Council
discretion
$ 50,000
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4 Community
Services
Mini-Grant
Awards

Non-profit organizations with
501(c)(3) tax status with
programming connected to the
Community Services
Department
Community
Services
Department
Up to
$10,000
$100,000
TOTAL $ 715,000

SPECIAL NOTE:

 A maximum of $100,000 in grant awards is available to organizations with annual budgets over $750,000 (per last completed 990s or audited financials).

GRANT PROGRAM TIMELINE

The timeline associated with the application is below. The City reserves the right to alter this timeline as necessary.

TASK DATE
Application Release Date Friday, January 23, 2026
FY 2026-27 ECIA Information Session February 2026
Applications Due (No Exceptions) Friday, March 13, 2026 by 11:59 p.m.

Application Review and Scoring March – April 2026
City Council Review and Approval April 2026
Grant Award Notification May 2026
Grant Award Period (Start Date is Dependent Upon
Execution of Grant Agreement)
July 1, 2026 - June 30, 2027

ELIGIBLE AND INELIGIBLE USES OF GRANT FUNDS

Grants will be awarded to projects or programs in the following areas:
 Youth programs (through age 21)
 Youth sports programs (through age 21)
 Community-focused programs

*Youth-serving organizations are defined as those organizations where 80% of ECIA grant-funded programs/services will be provided to youth (birth through age 21)

Examples of eligible projects or programs include but are not limited to:
 Youth enrichment projects
 Summer camps
 Youth sports programs
 Programs that support health and wellness and eliminate health disparities  Bike and pedestrian pathway enhancements and construction projects  Programs that support students and parents at Richmond schools  Service-learning programs
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 Gardening and urban greening projects

Ineligible uses include but may not be limited to:
 Repayment of existing debt or pre-existing tax liens or obligations  Legal, loan, or bank fees
 Subsidization of existing contracts
 Political campaigns or lobbying
 Advancement of certain sectarian, politically partisan, or religious projects (grant funds should be used for specific programs and not to advance the causes of any of the stated groups)
 Fundraisers or other events not open to the general public  A project or program which is clearly intended for commercial gain  A project or program that occurs before or after the grant award period  Support of individuals
 For businesses established for personal benefit or profit  To support annual fund drives
 To fund an agency’s deficit or endowment
 To repay loans
 Furniture
 Cell phones
 Bonuses
 For the direct support of religious activities. Secular activities offered to the Richmond community that is provided by religious organizations regardless of congregational membership or statements of belief may be eligible for grant funds.

FISCAL SPONSORSHIPS

What types of organizations should utilize a fiscal sponsor?  A non-governmental organization (sponsoree) that does not have 501(c)(3) tax status must utilize a fiscal sponsor to apply for this grant. It is the sole responsibility of the sponsoree to find an organization with 501(c)(3) tax status that is willing to serve as a fiscal sponsor.

What is fiscal sponsorship?
 Fiscal sponsorship allows organizations without 501(c)(3) tax status to apply for the ECIA grant, as well as other grants that require an organization to have such status.  A fiscal sponsorship agreement should be entered into between the sponsoree and an organization that has 501(c)(3) tax status.
 The fiscal sponsorship agreement allows the sponsoree to raise tax-deductible contributions through grants and individual donations.
 Tax-deductible funds are given to the fiscal sponsor and restricted to the use of the sponsoree.

How does a fiscal sponsorship work for the ECIA grant process?  The fiscal sponsor will serve as the applicant. Fiscal sponsors will enter into a grant services agreement with the City of Richmond and must meet all requirements and submit all required documents.
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 A signed agreement between the sponsoree and fiscal sponsor must be included in the submitted application. The organization actually implementing the program and performing the services will act as the sponsoree or fiscal sponsor’s sub-grantee.  Fiscal sponsors can also apply for grants.
 In addition to requesting funds for its own purposes, organizations may also act as a fiscal agent for other organizations.

COLLABORATING ORGANIZATIONS

Through this grant program, the City strongly encourages applicants to collaborate with other organizations. Collaboration is a mutually beneficial relationship to meet a common goal. Collaboration can come in many forms, from information sharing to joint programming. It can help organizations reduce redundancy in service sectors, leverage resources, share strengths, and increase efficiencies.

For purposes of this grant, when partnering with another organization, the application and budget of the lead organization will be considered for review and determination of funding. Therefore, the partnering organization is free to apply independently for funding for another project or program.

If the successful implementation of your proposed ECIA grant-funded program is dependent on the collaboration with a governmental entity (i.e., state, county, city, school district, etc.), then a written agreement authorizing the collaborative relationship must accompany your grant application. At a minimum, the agreement should contain the following information: names of the government entity(ies) or agency(ies) which will participate in the collaboration, contact information for the partner(s), and a description of the primary purpose of the collaboration. For example, if the implementation of your proposed program is contingent upon working at a school in the West Contra Costa County Unified School District or utilizing space at a Richmond recreation center, then a letter from the collaborating entity must agree to the proposed partnership.

APPLICATION SUBMISSION REQUIREMENTS

Applications must be completed and submitted electronically via http://richmondca.submittable.com/ by 11:59 p.m. on Friday, March 13, 2026. Only applications submitted through the online portal will be accepted. The inability to adhere to the requirements below may impact an organization’s overall scores.

 Applicants need to create one (1) log on to submit their application  Applicants are limited to one (1) Category 1/2 application and one (1) Category 4 application per organization.
 Responses to the narrative application questions shall have word limits within the online application. Word limits are not inclusive of budgets, résumés, descriptions of work experience, or documents requested as part of the application.  Staff will correct organizational budgets to reflect audited financial statements submitted with the application.
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 All uploaded materials should be typed in a 12 point font size and Arial font style.  All costs incurred in the preparation of an application are the applicant’s responsibility.
 Applications received after the published due date will not be considered and will not be eligible for review and scoring by the Review Panel.

The following materials must be submitted as part of a completed application packet (feel free to use this section as a check-list):
o Completed online application, including budget (all sections completed, and questions answered).
o Proof of 501(c)(3) status (Non-Profit Status Determination letter from the Internal Revenue Service) or fiscal sponsor’s corresponding documents o Financial statements – most recent (current) audited financials or Internal Revenue Service Form 990 or 990-N for tax-exempt organizations whose gross receipts are typically $50,000 or less or fiscal sponsor’s corresponding documents. Faith-based organizations may submit reviewed or annual financial statements.
o List of Board of Directors and affiliations or fiscal sponsor’s corresponding documents
o Letter describing and authorizing collaboration (if with a governmental entity), if applicable
o Signed agreement between the organization and the fiscal sponsor, if applicable

Your application will be disqualified if your organization:
● Submits an application in a format other than the online form portal. ● Submits an incomplete application.
● Requests grant funding for one-time special events with no supplemental enrichment programming.
● Requests grant funding solely for sports teams travel expenses.

Note: City staff will confirm that the organization has filed the required document(s) in California and is authorized to carry out its business activities (California Secretary of State - https://businesssearch.sos.ca.gov and the State of California Department of Justice - https://oag.ca.gov/charities). Applications submitted by organizations not identified with “active” or “current” status may be disqualified.

For organizations with 501(c)(3) tax status, City staff may check websites such as the Internal Revenue Service at www.irs.gov and GuideStar at www.guidestar.org to gather additional information about the applicant organization.

PAYMENT PROVISIONS

An initial advance payment of fifty percent (50%) of the total award amount will be advanced to all grantees as part of the application award process. Grantees receiving an advance payment may be eligible for an additional advance of thirty-five percent (35%) of 92 Guidelines
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the award amount, contingent upon the submission of complete and adequate reporting and invoicing documentation. The remaining fifteen percent (15%) will be reserved until the completion of the grant program and final submittal of all required documentation.

Payments will only be made for the eligible items and amounts specified in the approved grant agreement budget and a manner consistent with the payment provisions contained in the executed grant agreement.

REVIEW CRITERIA

All submitted applications, which comply with the grant requirements, will be evaluated and rated using the criteria listed below. The maximum score that an application can receive is 110 points. This includes 100 points from criteria areas #1-5 and an extra 10 points if the organization is Richmond-based (10 points)

Total Points Available for Criteria Areas #1-5: 100 Points

1. Program/Project Description and Concept (Total 40 points)  Applicant adhered to all stated guidelines
 Application is complete, clear and understandable
 Program/project description and components are clearly stated and specific  Timeline is practical, and the proposed activities are well defined and technically feasible
 Management and staff are qualified to implement the project or program and achieve stated goals
 Staff has experience working on the project or program and/or similar programs or projects
 A collaborative initiative is described to deliver the program or project

2. Impact and Goals (Total 40 points)
 The program or project has the ability to positively contribute to the targeted population
 Goals are clearly articulated and measurable
 An evaluation component is included and connected to the program goals  The organization has a plan on how to sustain the program or project after grant funds are expended

3. Financial Viability (Total 20 points)
 Program/project budget and organizational budgets are included, clearly defined, cost-effective, accurate and realistic
 Relationship between grant funds requested and the program budget is clearly shown

Total Extra Points Available to Richmond-based organizations (10 Points)  Richmond-based is defined as maintaining principal offices, studios, or other facilities within the boundaries of the City of Richmond. Applicable to organizations 93 Guidelines
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providing services (sponsoree), not fiscal sponsors.

APPLICATION REVIEW AND SELECTION PROCESS

The City's overall objective is to award grants to highly qualified organizations that provide needed services to Richmond and North Richmond residents. Within this overall objective, it is also the City’s intent that the selection process is fair and transparent.

Applications will be evaluated and scored by a City Council-approved ECIA Grant Review Panel (Review Panel) consisting of no more than five (5) individuals residing in or employed in Richmond (not City of Richmond employees).

The selection process is divided into the following steps:

1. Applications are received by the due date.

2. All applications are reviewed in depth by City staff for responsiveness, completeness, and satisfaction of eligibility requirements. Based on this review, eligible claims will proceed to the application evaluation process.

3. All complete and eligible applications are forwarded to the Review Panel, which will review and score the applications using the criteria listed in the guidelines and make an award recommendation to City Council. The inability to adhere to the application requirements may impact an organization’s overall scores. Grant awards can be less than the applicant’s original request.

4. The Review Panel’s recommendations are forwarded to the City Council for review, discussion, and approval.

Any party applying shall not contact or lobby any City Council member, ECIA Review Panel member, City official, employee (except those specified for contact) or agent regarding the RFA. Any party attempting to influence or circumvent the RFA, application submittal, and/or review process may have their application rejected for violating this provision of the RFA.

All scores are final. There is no grievance process.

Copies of Review Panel comments and scoring will be made available upon request.

LATE APPLICATIONS OR MODIFICATIONS TO APPLICATIONS

Applications submitted after the specified date and time will not be considered.

Organizations assume responsibility for the timely submission of applications and all required documents. Any applications may be withdrawn or modified by a written request signed by the applicant.

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TECHNICAL ASSISTANCE/CAPACITY BUILDING

The City, recognizing the technical, skill-based components of a grant application process, may provide free technical assistance/capacity-building in 2026 prior to the application due date. The dates and times of all subsequent supports will be shared via the City’s ECIA website, separate from this RFA. Although recommended, organizations are not required to attend any of the capacity-building workshops offered by the City.

QUESTIONS OR ADDENDUMS TO THE APPLICATIONS

It is strongly recommended that o rganizations register on the City’s E-Notify Me webpage (http://www.ci.richmond.ca.us/list.aspx) to ensure that they receive any addendums to or notifications regarding this RFA or the ECIA grant program.

Any requests for clarification or other questions concerning this RFA should be submitted in writing to City staff via [email protected].

GRANTEE REQUIREMENTS

If awarded a grant, organizations will be required to do the following:

 A Grant Service Agreement with specific deliverables will be executed. All organizations are expected to initiate projects within three (3) months of execution of the grant agreement. The scope of work will be based on the application submitted.

 Submit bi-annual progress reports and reimbursement requests (templates will be included as part of the executed grant agreement):
o Progress and Final Report - Reports will be required and must provide detailed information about the services provided. Grantees that do not submit the required reports run the risk of forfeiting their funding. A final report at the conclusion of the project or program is also required.
o Funding Requests – Requests must include the necessary documents to substantiate the disbursement (e.g., receipts, timecards, payroll records, etc.).

Grantees that do not adhere to the invoicing requirements run the risk of forfeiting their funding.

 Host City staff and/or members of the Review Panel for one or more site visit and/or program evaluation.

 Published program materials shall include the City seal or logo and shall state, “Made possible in part by the Richmond-ECIA Community Grant Program.” The material must be appropriate, relevant, and aligned with the approved project and should be reviewed and approved by City staff before release.

 Complete and submit a W-9 form and Supplemental Vendor Application. 95 Guidelines
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 Obtain a City of Richmond business license. Organizations are responsible for all associated fees. Information can be found at
http://www.ci.richmond.ca.us/66/Business-Licenses.

 Meet the City of Richmond insurance requirements. Fiscal sponsors, serving as the grantee, must have insurance that covers all actions of the non-profit and/or community-based organization acting as the sub-grantee. Organizations may use grant awards to cover insurance costs.

CITY STAFF CONTACT

For inquiries or clarification regarding this program or application, please contact ECIA staff at [email protected].

GENERAL TERMS AND CONDITIONS

Background Checks: Organizations that provide services to youth or other vulnerable populations (elderly, people with disabilities, etc.) must require comprehensive background checks and fingerprinting of all employees and/or volunteers that work directly with youth or such other vulnerable populations.

Limitations: All facts and opinions stated herein are based upon available information and no representations or warranties are made with respect to their accuracy or completeness.

The application and the selection process shall in no way be deemed to create a binding contract, agreement, or offer of any kind between the City and the applicant organization.

If the City selects a grantee pursuant to this RFA, any legal rights and obligations between the successful applicant, if any, and the City will come into existence only when a grant agreement is fully executed by the parties, and the legal rights and obligations of each party shall at that time be only those rights and obligations which are set forth in the grant agreement and any other documents specifically referred to in that grant agreement.

Each organization submitting applications in response to this RFA agrees that the preparation of all materials for submittal to the City are at the organization’s sole cost and expense, and the City shall not, under any circumstances, be responsible for any costs or expenses incurred by any candidate. In addition, each organization agrees that all documentation and materials submitted in response to this RFA shall remain the property of the City and may be used by the City for any reason whatsoever. In accordance with California law relating to access to public records, the City may be required to publicly disclose all submitted information and materials to third parties requesting such information.

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Award: The City reserves the right to accept or reject any or all applications, to alter the selection process in any way, to postpone the selection process for its own convenience at any time for any reason whatsoever, to waive any defects in any application, to issue a new RFA at any time, or to provide a grant to any organization it deems appropriate in its sole and absolute discretion within or outside of the RFA evaluation process. City reserves the right to terminate a grant agreement within sixty (60) days without cause. All materials submitted become the property of the City and will not be returned. Funds awarded are public funds and any information submitted or generated is subject to public disclosure requirements, including the Public Records Act.

Federal, State and Local Laws: As part of the RFA process, the selected grantee will be required to comply with all applicable federal, state and local laws, including the City of Richmond’s Nondiscrimination Ordinance (Chapter 2.28), Business Opportunity Ordinance (Chapter 2.50), Local Employment Program Ordinance (Chapter 2.56), and Living Wage Ordinance (Chapter 2.60), if applicable. Please contact the City Attorney’s office for further information regarding the above requirements.

97 FY 2026-2027

CITY OF RICHMOND

COMMUNITY SERVICES DEPARTMENT

MINI-GRANT PROGRAM

GUIDELINES & APPLICATION

REQUEST FOR APPLICATION (RFA)

All interested applicants should check the City’s CSD Mini Grant website (https://www.ci.richmond.ca.us/3508/CSD-Mini-Grant-Program) to ensure that they receive any addendums to this RFA, emails or special announcements.

Application is due on Friday, March 13, 2026, at 11:59 p.m. (NO EXCEPTIONS)

Materials must be submitted electronically to:

http://richmondca.submittable.com/

98 COMMUNITY SERVICES DEPARTMENT MINI-

GRANT PROGRAM

Guidelines Fiscal Year 2026-2027
2 Table of Contents

CSD Mini Grant Program Background ........................................... 3

Eligibility Requirements .................................................................. 3

Grant Award Amounts and Categories ........................................... 4

Grant Program Timeline ................................................................. 5

Eligible & Ineligible of Grant Funds ................................................ 5

Fiscal Sponsorships ....................................................................... 6

Application Submission Requirements ........................................... 7

Payment Provisions ....................................................................... 8

Review Criteria ............................................................................... 9

Application Review and Selection Process .................................... 9

Late Applications or Modifications to Applications ........................ 10

Technical Assistance/Capacity Building ...................................... 10

Questions About or Addendums to this RFA ................................ 11

Grantee Requirements ................................................................. 11

City Staff Contact ......................................................................... 12

General Terms and Conditions .................................................... 12

99 COMMUNITY SERVICES DEPARTMENT MINI-

GRANT PROGRAM

Guidelines Fiscal Year 2026-2027
3 BACKGROUND

The Richmond Community Services Department (CSD) Mini-Grant, a component of the Richmond Environmental Community Investment Agreement (ECIA) Grant Program (Category 4), was approved by the City Council in January 2017. In alignment with the ECIA Grant, the Community Services Mini-Grant provides support for those organizations that serve the needs of community, youth, and youth sports. The CSD Mini-Grant is designed to support organizations that are Richmond-serving and that partner with and/or consistently utilize facilities managed by the Community Services Department, Recreation Division.

It is proposed that $100,000 is allocated for Category 4 in the FY 2026-27 cycle for this mini- grant.

ELIGIBILITY REQUIREMENTS

Organizations must meet the following conditions to be eligible to apply:

 Provide services focused on the community, youth, and/or youth sports to Richmond and North Richmond residents.

 Operate as a non-profit entity with 501(c)(3) tax status with current financial statements (i.e., Filed I.R.S. Form 990 or 990-N or current audited financials). Fiscal sponsors can be used.

 Provide services to Richmond residents (Richmond-serving)  A minimum of 80% of the organization’s proposed grant-funded programs/services must be provided to Richmond residents. If awarded a mini-grant, grant funds can only be spent serving Richmond residents.

 NOTE: For Category 4/Mini-Grant, the proposal must support programs and/or projects that make use of the CSD’s aquatic centers, community centers, parks, and the Richmond Memorial Auditorium.

Note: Organizations that received an ECIA grant award of more than $10,000 during the previous (FY 2025-26) ECIA grant cycle are ineligible to apply in the current grant cycle (FY 2026-27).

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COMMUNITY SERVICES DEPARTMENT MINI-

GRANT PROGRAM

Guidelines Fiscal Year 2026-2027
4 GRANT AWARD AMOUNTS AND CATEGORIES
Grant allocation amount: The total amount available for the overall ECIA Grant Program FY 2026-2027 grant cycle (July 1, 2026 – June 30, 2027) is $715,000.

Minimum and maximum grant awards: The minimum grant award is $5,000. The maximum grant award is $10,000. Applicants need to choose between a $5,000 or a $10,000 grant award. The number of awards available will be determined based on the amount of each final award.

Number of applications per grant cycle: Organizations may submit only one application per grant cycle (applicants may submit one (1) application for this CSD Mini-Grant cycle and also one (1) for the ECIA cycle in the same fiscal year).

Award categories: $715,000 available for grants is allocated over four (4) different categories listed below. Category 4 is relevant to this Request for Application:

Grant Award
Options
Eligibility Award Decision
Made By
Award
Range
Total Award
Amount
1 Competitive
Grant Awards
(900N)

Non-profit organizations
reporting gross receipts of
less than $50,000
annually
City Council
(Recommendation
s made by ECIA
Review Panel) $10,000 -
$50,000

$ 565,000

2 Competitive
Grant Awards
(900)

Non-profit organizations
reporting gross receipts of
more than $50,000
annually
City Council
(Recommendation
s made by ECIA
Review Panel)
3 City Council
Approved
Awards

Organizations that applied
for the ECIA Grant
(categories 1 and 2) but
were not recommended
for funding
City Council
Amounts
based on
Council
discretion
$ 50,000
4 Community
Services Mini-
Grant Awards
(Relevant to
this RFA)

Non-profit organizations
with 501(c)(3) tax status
with programming
connected to the
Community Services
Department
Community
Services
Department
Either
$5,000 or
$10,000
$ 100,000
TOTAL $715,000

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Guidelines Fiscal Year 2026-2027
5 GRANT PROGRAM TIMELINE

The timeline associated with the application is below. The City reserves the right to alter this timeline as necessary.

TASK DATE
Application Release Friday, January 23, 2026
FY 2026-27 ECIA Information Session February 2026
Application Deadline Friday, March 13, 2026 by 11:59 p.m.

Grant Application Review and Scoring March – April 2026 Review and Approval April 2026
Grant Award Notification May 2026
Grant Award Period (Start Date is Dependent
Upon Execution of Grant Agreement)
July 1, 2026 - June 30, 2027

ELIGIBLE AND INELIGIBLE USES OF GRANT FUNDS
Grants are available to support youth programs (through age 21), youth sports programs (through age 21), and community-focused programs and/or projects that make use of the CSD’s aquatic centers, community centers, parks, and the convention center.

Eligible uses include but may not be limited to:
 CSD facility fees
 Youth enrichment projects
 Summer camps
 Youth sports programs
 Programs that support health and wellness and eliminate health disparities  Bike and pedestrian pathway enhancements and construction projects  Programs that support students and parents at Richmond schools  Service-learning programs
 Gardening and urban greening projects

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Guidelines Fiscal Year 2026-2027
6 Ineligible uses include but may not be limited to:
 Repayment of existing debt or pre-existing tax liens or obligations  Legal, loan, or bank fees
 Subsidization of existing contracts
 Political campaigns or lobbying
 Advancement of certain sectarian, politically partisan, or religious projects (grant funds should be used for specific programs and not to advance the causes of any of the stated groups)
 Fundraisers or other events not open to the general public.  A project or program which is clearly intended for commercial gain  A project or program that occurs before or after the grant award period  Support of individuals
 For businesses established for personal benefit or profit  To support annual fund drives
 To fund an agency’s deficit or endowment
 To repay loans
 Furniture
 Cell phones
 Bonuses
 For the direct support of religious activities. Secular activities offered to the Richmond community that is provided by religious organizations regardless of congregational membership or statements of belief may be eligible for grant funds.

FISCAL SPONSORSHIPS
What types of organizations should utilize a fiscal sponsor?  A non-governmental organization (sponsoree) that does not have 501(c)(3) tax status must utilize a fiscal sponsor to apply for this grant. It is the sole responsibility of the sponsoree to find an organization with 501(c)(3) tax status that is willing to serve as a fiscal sponsor.

What is fiscal sponsorship?
 Fiscal sponsorship allows organizations without 501(c)(3) tax status to apply for the ECIA grant, as well as other grants that require an organization to have such status.  A fiscal sponsorship agreement should be entered into between the sponsoree and an organization that has 501(c)(3) tax status.
 The fiscal sponsorship agreement allows the sponsoree to raise tax-deductible contributions through grants and individual donations.
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7  Tax-deductible funds are given to the fiscal sponsor and restricted to the use of the sponsoree.

How does a fiscal sponsorship work for the ECIA grant process?  The fiscal sponsor will serve as the applicant. Fiscal sponsors will enter into a grant services agreement with the City of Richmond and must meet all requirements and submit all required documents.
 A signed agreement between the sponsoree and fiscal sponsor must be included in the submitted application. The organization actually implementing the program and performing the services will act as the sponsoree or fiscal sponsor’s sub-grantee.  Fiscal sponsors can also apply for grants.
 In addition to requesting funds for its own purposes, organizations may also act as a fiscal agent for other organizations.

APPLICATION SUBMISSION REQUIREMENTS
Applications must be completed and submitted electronically via http://richmondca.submittable.com/ by 11:59 p.m. on Friday, March 13, 2026. Only applications submitted through the online portal will be accepted. The inability to adhere to the requirements below may impact an organization’s overall scores.

 Applicants need to create one (1) log on to submit their application  Applicants are limited to one (1) Category 1/2 application and one (1) Category 4 application per organization.
 Responses to the narrative application questions shall have word limits within the online application. Word limits are not inclusive of budgets, résumés, descriptions of work experience, or documents requested as part of the application.  Staff will correct organizational budgets to reflect audited financial statements submitted with the application.
 All uploaded materials should be typed in a 12 point font size and Arial font style.  All costs incurred in the preparation of an application are the applicant’s responsibility.  Applications received after the published due date will not be considered and will not be eligible for review and scoring by the Review Panel.

The following materials must be submitted as part of a completed application packet (feel free to use this section as a check-list):
o Completed online application, including budget (all sections completed, and questions answered).
o Proof of 501(c)(3) status (Non-Profit Status Determination letter from the Internal o Revenue Service) or fiscal sponsor’s corresponding documents City of Richmond. o Financial statements – most recent (current) audited financials or Internal Revenue 104

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8 Service Form 990 or 990-N for tax-exempt organizations whose gross receipts are typically $50,000 or less or fiscal sponsor’s corresponding documents. Faith-based organizations may submit reviewed or annual financial statements. o List of Board of Directors and affiliations or fiscal sponsor’s corresponding documents o Letter describing and authorizing collaboration (if with a governmental entity), if applicable
o Signed agreement between the organization and the fiscal sponsor, if applicable

Your application will be disqualified if your organization:
● Submits an application in a format other than the online form portal. ● Submits an incomplete application.
● Requests grant funding for one-time special events with no supplemental enrichment programming.
● Requests grant funding solely for sports teams travel expenses.

Note: City staff will confirm that the organization has filed the required document(s) in California and is authorized to carry out its business activities (California Secretary of State - https://businesssearch.sos.ca.gov/ and the State of California Department of Justice - https://oag.ca.gov/charities). Applications submitted by organizations not identified with “active” or “current” status may be disqualified.

For organizations with 501(c)(3) tax status, City staff may check websites such as the Internal Revenue Service at www.irs.gov and GuideStar at www.guidestar.org to gather additional information about the applicant organization.

PAYMENT PROVISIONS
Upon case review and discretion by City staff, an initial advance payment of fifty percent (70%) of the total award amount may be advanced to all grantees as part of the application award process. The remaining fifteen percent (30%) will be reserved, contingent upon the submission of complete, adequate, and final reporting and all required documentation.

Payments will only be made for the eligible items and amounts specified in the approved grant agreement budget and in a manner consistent with the payment provisions contained in the executed grant agreement.

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Guidelines Fiscal Year 2026-2027
9 REVIEW CRITERIA

Applications will be evaluated by a review panel which may consist of three to five reviewers, which can include CSD and/or City staff, Recreation and Parks Commissioners, and community members using the criteria listed below:

Total Points Available for Criteria Areas #1-5: 100 Points

Program/Project (Description and Concept) – 40 points
● Application is filled out appropriately and completely with all sections and parts of questions answered clearly and is easy to follow.
● Timeline is practical and the proposed activities are well-defined and technically feasible.
● Management and staff are qualified to implement the project or program and achieve stated goals and has experience working on the project or program and/or similar programs or projects.
● Project or program aligns with both organizational vision and goals of the grant. ● Project utilizes a CSD-managed site and/or park.

Impact and Goals – 40 points
● The program or project can positively contribute to the targeted population. ● Goals and outcomes are measurable, clear, and data-driven. ● An evaluation component is included and connected to the program goals. ● The organization has a plan on how to sustain the program or project after grant funds are expended.

Financial Viability – 20 points
 Program/project budget is included, meets all requirements listed in the guidelines, cost- effective, accurate, and feasible.
 Relationship between grant funds requested and the program budget is clearly shown.

Bonus Points – 3 points
 If the applying organization is based in Richmond, the applicant will receive 3 bonus points. Richmond-based is defined as maintaining principal offices, studios, or other facilities within the boundaries of the City of Richmond. Applicable to organizations providing services (sponsoree), not fiscal sponsors.

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Guidelines Fiscal Year 2026-2027
10 APPLICATION REVIEW AND SELECTION PROCESS

Grantees will be tentatively notified of decisions by April-May 2026. The selection process is divided into the following steps:

1. Applications are received by the due date.

2. All applications are reviewed in depth by City staff for responsiveness, completeness, and satisfaction of eligibility requirements. Based on this review, eligible claims will proceed to the application evaluation process.

3. All complete and eligible applications are forwarded to the Review Panel, which will review and score the applications using the criteria listed in the guidelines and make an award recommendation. The inability to adhere to the application requirements may impact an organization’s overall scores. Grant awards can be less than the applicant’s original request.

4. The Review Panel’s recommendations are forwarded to City staff for review, discussion, and approval.

Any party applying shall not contact or lobby any City Council member, ECIA Review Panel member, City official, employee (except those specified for contact) or agent regarding the RFA. Any party attempting to influence or circumvent the RFA, application submittal, and/or review process may have their application rejected for violating this provision of the RFA.

All scores are final. There is no grievance process. Copies of Review Panel comments and scoring will be made available upon request.

LATE APPLICATIONS OR MODIFICATIONS TO APPLICATIONS

Applications submitted after the specified date and time will not be considered. Organizations assume responsibility for the timely submission of applications and all required documents.

Any applications may be withdrawn or modified by a written request signed by the applicant.

TECHNICAL ASSISTANCE/CAPACITY BUILDING

The City, recognizing the technical, skill-based components of a grant application process, may provide free technical assistance/capacity-building workshops in 2026 prior to the application due date. The dates and times of all subsequent supports will be shared via the City’s ECIA website. Although recommended, organizations are not required to attend any of the capacity-building workshops offered by the City. The City will release information separately from this RFA with regards to TA/CB supports. 107

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11 QUESTIONS ABOUT OR ADDENDUMS TO THIS RFA

It is strongly recommended that organizations register on the City’s E-Notify Me webpage (http://www.ci.richmond.ca.us/list.aspx) to ensure that they receive any addendums to or notifications regarding this RFA or the ECIA grant program.

Any requests for clarification or other questions concerning this RFA should be submitted in writing to City staff via [email protected].

GRANTEE REQUIREMENTS
If awarded a grant, organizations will be required to do the following:

 A Grant Service Agreement with specific deliverables will be executed. All organizations are expected to initiate projects within three (3) months of execution of the grant agreement. The scope of work will be based on the application submitted.  Submit progress reports and reimbursement requests (templates will be included as part of the executed grant agreement):
o Progress and Final Report - Reports will be required and must provide detailed information about the services provided. Grantees that do not submit the required reports run the risk of forfeiting their funding. A final report at the conclusion of the project or program is also required.
o Funding Requests – Requests must include the necessary documents to substantiate the disbursement (e.g., receipts, timecards, payroll records, etc.). Grantees that do not adhere to the invoicing requirements run the risk of forfeiting their funding.  Host City staff and/or members of the Review Panel for one or more site visits and/or program evaluation.
 Published program materials shall include the City seal or logo and shall state, “Made possible in part by the Richmond ECIA CSD Mini-Grant Program.” The material must be appropriate, relevant, and aligned with the approved project and should be reviewed and approved by City staff before release.
 Complete and submit a W-9 form and Supplemental Vendor Application.  Obtain a City of Richmond business license (if grant amount is over $5,000. Organizations are responsible for all associated fees. Information can be found at http://www.ci.richmond.ca.us/66/Business-Licenses.
 Meet the City of Richmond insurance requirements. Fiscal sponsors, serving as the grantee, must have insurance that covers all actions of the non-profit and/or community- 108

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12 based organization acting as the sub-grantee. Organizations may use grant awards to cover insurance costs.

CITY STAFF CONTACT

For inquiries or clarification regarding this program or application, please contact ECIA staff at [email protected].

GENERAL TERMS AND CONDITIONS

Background Checks: Organizations that provide services to youth or other vulnerable populations (elderly, people with disabilities, etc.) must require comprehensive background checks and fingerprinting of all employees and/or volunteers that work directly with youth or such other vulnerable populations.

Limitations: All facts and opinions stated herein are based upon available information and no representations or warranties are made with respect to their accuracy or completeness.

The application and the selection process shall in no way be deemed to create a binding contract, agreement, or offer of any kind between the City and the applicant organization. If the City selects a grantee pursuant to this RFA, any legal rights and obligations between the successful applicant, if any, and the City will come into existence only when a grant agreement is fully executed by the parties, and the legal rights and obligations of each party shall at that time be only those rights and obligations which are set forth in the grant agreement and any other documents specifically referred to in that grant agreement.

Each organization submitting applications in response to this RFA agrees that the preparation of all materials for submittal to the City are at the organization’s sole cost and expense, and the City shall not, under any circumstances, be responsible for any costs or expenses incurred by any candidate. In addition, each organization agrees that all documentation and materials submitted in response to this RFA shall remain the property of the City and may be used by the City for any reason whatsoever. In accordance with California law relating to access to public records, the City may be required to publicly disclose all submitted information and materials to third parties requesting such information.

Award: The City reserves the right to accept or reject any or all applications, to alter the selection process in any way, to postpone the selection process for its own convenience at any time for any reason whatsoever, to waive any defects in any application, to issue a new RFA at any time, or to provide a grant to any organization it deems appropriate in its sole and absolute discretion within or outside of the RFA evaluation process. City reserves the right to terminate a grant agreement within sixty (60) days without cause. All materials submitted become the property of the City and will not be returned. Funds awarded are public funds and any 109

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13 information submitted or generated is subject to public disclosure requirements, including the Public Records Act.

Federal, State and Local Laws: As part of the RFA process, the selected grantee will be required to comply with all applicable federal, state and local laws, including the City of Richmond’s Nondiscrimination Ordinance (Chapter 2.28), Business Opportunity Ordinance (Chapter 2.50), Local Employment Program Ordinance (Chapter 2.56), and Living Wage Ordinance (Chapter 2.60), California Department of Justice, and Secretary of State requirements. Please contact the City Attorney’s office for further information regarding the above requirements.

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January 20, 2026

Finance Department

DATE: January 20, 2026
TO: Mayor Martinez and Members of the City Council
FROM:

Emily Combs, Director of Finance
Mubeen Qader, Deputy Director of Finance
Jerry Gurule, Accounting Manager
Antonio Banuelos, Accounting Manager
SUBJECT:

Investment and Cash Balance Report, Monthly Overtime
Reports, Documentary Transfer Tax Report, and Other
Post-Employment Benefits (OPEB) and Pension Report
for the Month of November 2025
FINANCIAL IMPACT: There is no fiscal impact for receiving this item.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

City staff is requesting that the City Council receive the City’s Investment and Cash Balance Report, Monthly
Overtime Reports, Documentary Transfer Tax Report,
and Other Post-Employment Benefits (OPEB) and
Pension Report for the month of November 2025.

RECOMMENDED ACTION:

RECEIVE the City’s Investment and Cash Balance
Report, Monthly Overtime Reports, Documentary
Transfer Tax Report, and Other Post-Employment
Benefits (OPEB) and Pension Report for the month of
November 2025 – Finance Department (Emily Combs
510-620-6740).

AGENDA
REPORT
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January 20, 2026
DISCUSSION:

Investment and Cash Balance Report
It is the policy of the City of Richmond (City) to invest public funds in a manner that prioritizes safety and liquidity over yield while meeting the daily cash flow demands of the City and conforming to all state and local statutes governing the investment of public funds. In accordance with California Government Code Section 53646 and the City’s Investment Policy, the Director of Finance shall report monthly on the City's pooled and Bond funds to the City Manager and City Council and shall report quarterly on other investments.

The Investment and Cash Balance Report is a monthly report of the City’s pooled cash balance, which includes General Fund, Special Revenue, Debt Service, Capital Projects, Enterprise, Internal Service, Trust & Agency, Redevelopment/Successor Agency, and any other Funds investment activities under the direction of the City (Attachment 1).

On June 24, 2025, the City officially awarded a contract to Meeder Public Funds, Inc. to provide investment management and advisory services. Meeder’s approach emphasizes diversification, asset allocation, and advanced risk mitigation techniques.

Meeder’s strategy focuses on the City’s cash flow needs to prioritize safety and liquidity.

These strategies are designed to safeguard the City’s principal investments, especially during periods of market volatility. Meeder’s approach ensures that our portfolio remains resilient and well-positioned to meet cash flow demands.

The Federal Reserve reduced the Fed Funds rate by .25 percent on Wednesday, December 10, 2025, marking the third 25 basis point cut of the year. Cumulatively, the Fed has lowered rates by 1.75 percent this cycle, with the first cut in September 2023 (50 basis points) being the largest (deepest) of the cycle. The Fed stated the weakness of the labor market was the primary driver of this latest policy move. After plunging to essentially zero in the previous two Fed cutting cycles (the Great Recession and COVID), Fed Fund futures are projecting a low of around 3 percent this cycle, which is welcome news to short-term investors after the challenging zero interest rate policy (ZIRP) environment experienced twice in the past sixteen years.

The primary drivers of intermediate and long-term interest rates are expectations for inflation, economic growth, and employment. Over the past three years, the 5-year U.S.

Treasury yield has generally traded within a range of 3.7 to 4.7 percent. In fact, approximately 80 percent of the occurrences have been in this 100-basis point range. A weaker labor market has been the recent driver for lower rates in the second half of 2025, but the 5-year T-note’s yield has climbed back within the range we have observed the past three years as inflation has remained sticky, and above the Fed’s 2 percent year-over-year target. Over the past 20 years, the 5-year’s yield has averaged only 2.3 percent, with the Great Recession’s and COVID’s low-yielding years dragging down the average. So even though the 5-year’s yield has declined about 120 basis points from 112
January 20, 2026
the 2023 cycle high, many public fund investors generally see a yield in the upper 3s as a prudent investment.

Overtime Reports

The overtime reports for the month of November 2025 provides a comparative summary of budgeted overtime to actual overtime usage by department for miscellaneous and sworn staff. Year-over-year and month-over-month totals are included for sworn staff (Attachments 2 and 3).

Documentary Transfer Tax

On June 24, 2024, the City Council requested monthly updates of the Transfer Tax received by the City of Richmond from Contra Costa County for the sale of properties in Richmond. As this is the most volatile revenue stream for the City, the amounts received month-to-month can vary from as low as $300,000 to upwards of $7 million – a few large sales can widely swing the revenues.

In December 2025, the City received the documentary transfer tax data report from the County, which identified that the tax revenue for November 2025 would total $371,688 (Attachment 4).

Other Post-Employment Benefits (OPEB) & Pension Report

The City is permitted to pre-fund its future Pension and Other Post-Employment Benefits (OPEB) costs in accordance with the OPEB policies. These funds are invested following the policies’ funding objectives and guidelines. The City manages a Section 115 Combination Trust for City-OPEB & Pension administered by Public Agency Retirement Services (PARS) and a California Employers’ Retiree Benefit Trust (CERBT) administered by California Public Employees’ Retirement System (CalPERS) for Richmond Police Officers Association (RPOA)-OPEB. Each Trust contains a diversified portfolio of investments consistent with the objectives and liquidity requirements of the Trust.

On April 22, 2025, the City Manager requested monthly updates to the City Council on the returns of the OPEB and Pension accounts. The City operates two OPEB plans: the RPOA Plan administered by CalPERS in a California Employers’ Retiree Benefit Trust (CERBT), and the City Plan administered by Public Agency Retirement Services (PARS). In May 2024, PARS was also assigned to administer the Pension account. The City receives monthly account statements for the PARS accounts, while the CalPERS account statement is received quarterly. As these statements are received after the period closes, the amounts are reported on a delayed timeframe.

In October 2025, the PARS OPEB account reported a gain of $806,550.12 for a rate of

1.36 percent. The 3-month return rate is 5.61 percent, and the annualized return rate for FY 2025-26 will be calculated at 6 months of activity. The PARS Pension account 113
January 20, 2026
reported a gain of $79,874.66, for a rate of 1.42 percent. The 3-month return rate is 6.69 percent, and the annualized return rate for FY 2025-26 will be calculated at 6 months of activity.

In September 2025, the CalPERS CERBT account reported quarterly earnings of $666,624.09, for a 3 month return rate of 4.82 percent, and the annualized return rate for FY 2025-26 will be calculated at 2 quarters of activity. (Attachment 5).

DOCUMENTS ATTACHED:

Attachment 1 – Investment and Cash Balance Report for November 2025 Attachment 2 – Overtime Report for November 2025
Attachment 3 – Overtime Public Safety Report for November 2025 Attachment 4 – Documentary Transfer Tax Report for November 2025 Attachment 5 – Other Post-Employment Benefits and Pension Report for November 2025

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Overtime Report for November 2025 (Attachment 2)
PERIOD 5, NOVEMBER 2025
42% Threshold

ORIGINAL

BUDGET TRANSFERS REVISED
BUDGET
YTD

EXPENDED

AVAILABLE

BUDGET PCT
GENERAL FUND (summary)
400031 OVERTIME/General 2,346,051 (375) 2,345,676 985,028 1,360,648 42% 400032 OVERTIME/Sworn 11,465,610 - 11,465,610 5,277,756 6,187,854 46% TOTAL GENERAL FUND 13,811,661 (375) 13,811,286 6,262,784 7,548,502 45% Overtime By Department

CITY CLERK
Administration 25,000 - 25,000 7,385 17,615 30%

COMMUNITY DEVELOPMENT
General Plan Code Enforcement 40,000 - 40,000 3,019 36,981 8%

FINANCE
Administration - - - 1 (1) 100% Payroll 28,000 - 28,000 8,174 19,826 29% Accounts Payable - - - 157 (157) 100% Revenue Collection 5,000 - 5,000 112 4,888 2% TOTAL FINANCE 33,000 - 33,000 8,444 24,556 26%

HUMAN RESOURCES
Administration - - - 522 (522) 100% POLICE
Administration 583,083 - 583,083 241,581 341,5 02 41% CAD Dispatch System 1,024,059 - 1,024,059 434,580 58 9,479 42% RM System 4,000 - 4,000 7,464 ( 3,464) 187% Parking Enforcement 15,000 - 15,000 8,713 6,287 58% Sworn Administration 6,983,641 - 6,983,641 3,430,315 3,553 ,326 49% TOTAL POLICE 8,609,783 - 8,609,783 4,122,653 4,487,130 48% FIRE
Administration 5,000 - 5,000 1,402 3,598 28% Sworn Suppression 4,452,872 - 4,452,872 1,809,315 2,643,55 7 41% Sworn Prevention 29,097 - 29,097 9,288 19,809 32% Sworn Training - - - 28,838 (28,838) 100% TOTAL FIRE 4,486,969 - 4,486,969 1,848,843 2,638,126 41%

OFFICE OF NEIGHBORHOOD SAFETY
Administration 40,000 - 40,000 1,059 38,941 3% Re-Imagining - - - 440 (440) 100%

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Overtime Report for November 2025 (Attachment 2)
42% Threshold

ORIGINAL

BUDGET TRANSFERS REVISED
BUDGET
YTD

EXPENDED

AVAILABLE

BUDGET PCT
TOTAL ONS 40,000 - 40,000 1,500 38,500 4%

PUBLIC WORKS & ENGINEERING SVCS
Administration - 8,000 8,000 3,449 4,551 43% Engineering Services 2,800 - 2,800 1,080 1,720 39% Stationary Engineers 15,000 - 15,000 6,571 8,429 44% Building Services 5,000 - 5,000 1,548 3,452 31% Utility Sections 100,000 - 100,000 23,032 76,968 23% Electric 25,000 - 25,000 27,991 (2,991 ) 112% Parks & Landscape Admin 200,000 (8,375) 191,625 87,327 104,298 46% Street Sweeping 1,100 - 1,100 - 1,100 0% Pavement Maintenance 56,447 - 56,447 37,220 19,227 66% Traffic Signs & Lines 15,000 - 15,000 11,136 3,864 74% Equipment Services 20,000 - 20,000 2,785 17,215 14% Abatement Services 50,000 - 50,000 37,321 12,679 75% TOTAL PUBLIC WORKS 490,347 (375) 489,972 239,459 250, 513 49%

LIBRARY
Library Administration 25,000 - 25,000 2,585 22,415 10%

COMMUNITY SERVICES
Recreation Services/Cities of Service - - - 134 (134) 100% Recreation Administration 400 - 400 7,713 (7,313) 1928% Booker T Center 100 - 100 104 (4) 104% Nevin Center 200 - 200 5 195 2% Shields Reid 200 - 200 451 (251) 226% Recreation Complex 2,000 - 2,000 912 1,088 46% Parchester Center 700 - 700 140 560 20% May Valley Center 700 - 700 718 (18) 103% Recreation DPRC 750 - 750 160 590 21% Senior Center 200 - 200 1 199 0% Senior Center Annex 300 - 300 - 300 0% Aquatics 5,000 - 5,000 3,311 1 ,689 66% Convention Center 4,512 - 4,512 10,208 (5,696) 226% Plunge 3,500 - 3,500 1,668 1,8 32 48% TOTAL COMMUNITY SERVICES 18,562 - 18,562 25,524 (6,962) 138%

ECONOMIC DEVELOPMENT PROGRAM
Administration 1,000 - 1,000 3 997 0% Public Art 2,000 - 2,000 2,848 (848) 142% TOTAL ECONOMIC DEVELOPMENT 3,000 - 3,000 2,851 149 95%

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Overtime Report for November 2025 (Attachment 2)
42% Threshold

ORIGINAL

BUDGET TRANSFERS REVISED
BUDGET
YTD

EXPENDED

AVAILABLE

BUDGET PCT

COMMUNITY CRISIS RESPONSE PROGRAM
Administration 40,000 - 40,000 - 40,000 0% TOTAL GENERAL FUND 13,811,661 (375) 13,811,286 6,262,784 7,548,502 45%

NON-GENERAL FUND
Overtime By Fund
1012 HILLTOP LANDSCAPE MAINT DIST 20,000 - 20,000 5,447 14,553 27% 1015 MARINA BAY LNDSCP & LIGHT DIST 26,312 - 26,312 11,014 15,298 42% 1018 RENT PROGRAM 3,750 - 3,750 514 3,236 14% 1050 CR-PLANNING & BUILDING 9,500 - 9,500 - 9,500 0% 1050 CR-PLANNING & BUILDING 15,000 - 15,000 26 14,974 0% 1055 ENCROACHMENT SVCS 50,000 - 50,000 1,174 48,826 2% -
1205 EMPLOYMENT & TRAINING - 796 (796) 100% 1303 KIDS FIRST INITIATIVE 5,000 - 5,000 570 4,430 11% 4001 PORT OF RICHMOND 1,000 - 1,000 - 1,000 0% 4003 WASTEWATER ADMINISTRATION 30,000 - 30,000 6,943 23,057 23% 4003 WASTEWATER PRE-TREATMENT 25,000 50,000 75,000 29,551 45,449 39% 4006 STORMWATER 2,500 4,000 6,500 3,283 3,217 51% 4404 RHA-NEVIN PLAZA - - - 191 (191) 100% 4405 RHA-NYSTROM VILLAGE 12,000 - 12,000 1,120 10,880 9% 5001 INSURANCE RESERVES - - - 106 (106) 100% TOTAL NON-GENERAL FUNDS 200,062 54,000 254,062 60,734 193,328 24%

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Overtime Public Safety Report for November 2025 (Attachment 3) City of Richmond
Public Safety Sworn Overtime
Fund: 0001 - General Fund
Period 1 2 3 456789 1 0 1 1 1 2 Average
Month July August September October November December January February March April May June YTD YTD Remaining Monthly Target % 8% 17% 25% 33% 42% 50% 58% 67% 75% 83% 92% 100% Total $ Total % Budget Expense

ORIGINAL
BUDGET

REVISED
BUDGET
FY2018-19 Overtime - Sworn 3,433,019 3,433,019 482,143 537,369 655,866 437,794 524,577 430,398 367,322 512,595 422,587 497,767 536,209 505,966 5,910,592 172.2% (2,477,573) 492,549.37 FY2019-20 Overtime - Sworn 5,000,000 4,800,000 473,963 469,392 491,205 509,931 449,751 473,935 390,897 498,501 501,383 479,696 560,031 439,159 5,737,844 119.5% (937,844) 478,153.64 FY2020-21 Overtime - Sworn 2,497,290 3,533,043 275,202 246,822 296,775 382,618 306,787 278,293 205,529 303,631 307,092 357,284 323,537 368,366 3,651,935 103.4% (118,892) 304,327.96 FY2021-22 Overtime - Sworn 5,165,434 5,165,434 379,016 408,253 487,481 423,830 333,006 307,152 255,420 330,788 314,524 336,044 304,989 366,419 4,246,922 82.2% 918,512 353,910.14 POLICEFY2022-23 Overtime - Sworn 5,165,435 4,800,000 373,491 355,649 399,628 355,866 377,889 401,964 396,783 474,403 463,499 416,775 496,542 449,394 4,961,883 103.4% (161,883) 413,490.26 FY2023-24 Overtime - Sworn 4,800,000 6,708,965 487,105 925,716 477,693 462,417 470,347 531,204 424,452 626,680 478,293 593,735 568,535 588,097 6,634,274 98.9% 74,691 552,856.16 FY2024-25 Overtime - Sworn 6,708,965 6,708,965 560,788 543,814 584,028 590,943 580,286 631,961 492,367 662,199 566,326 603,150 720,953 680,661 7,217,477 107.6% (508,512) 601,456.40 FY2025-26 Overtime - Sworn 6,983,641 6,983,641 614,222 750,224 711,221 716,296 638,352 3,430,315 49.1% 3,553,326 686,063.02 FY2018-19 Overtime - Sworn 2,509,914 2,509,914 257,785 245,946 179,272 171,370 219,937 204,997 261,780 216,596 196,343 310,702 220,368 275,166 2,760,261 110.0% (250,347) 230,021.77 FY2019-20 Overtime - Sworn 4,305,402 2,509,914 295,166 277,886 286,016 300,083 332,654 382,084 347,492 328,467 350,709 302,505 264,571 325,335 3,792,969 151.1% (1,283,055) 316,080.74 FY2020-21 Overtime - Sworn 1,993,165 3,193,165 398,678 380,282 417,982 393,922 267,819 345,928 341,403 305,081 172,961 261,923 263,518 286,039 3,835,537 120.1% (642,372) 319,628.09 FY2021-22 Overtime - Sworn 3,629,097 4,334,499 334,236 434,974 358,578 358,251 352,789 327,832 448,493 410,429 297,215 355,475 725,409 438,807 4,842,489 111.7% (507,990) 403,540.77 FIREFY2022-23 Overtime - Sworn 4,334,499 4,334,499 444,959 444,457 414,638 401,115 402,116 379,882 443,531 475,560 339,814 398,079 369,477 435,057 4,948,685 114.2% (614,186) 412,390.41 FY2023-24 Overtime - Sworn 4,482,969 5,135,869 524,969 473,094 348,296 346,854 363,759 315,266 363,100 382,930 381,442 417,762 431,523 357,820 4,706,814 91.6% 429,055 392,234.47 FY2024-25 Overtime - Sworn 4,481,969 4,481,969 367,801 375,737 425,984 419,101 462,309 358,764 366,579 356,872 395,710 496,072 499,221 510,985 5,035,136 112.3% (553,167) 419,594.68 FY2025-26 Overtime - Sworn 4,481,969 4,481,969 597,372 381,730 262,916 283,051 322,373 1,847,441 41.2% 2,634,528 369,488.23 FY2025-26 TOTAL 11,465,610 11,465,610 1,211,594 1,131,954 974,136 999,347 960,725 - - - - - - - 5,277,756 46.0% 6,187,854 1,055,551.25

BUDGET ACTUALS TOTAL

132
D
ocumentary Transfer Tax
The City of Richmond receives Documentary Transfer Tax from the County for the sale of properties in Richmond. As one of the most volatile revenue stream s for the City, the a mounts received can vary month- to-month from the low $300 thousand to the highs of $7 million. A few large sales can widely swing the revenues.

In FY2023-24, the City budgeted $13.3 million for the Transfer Tax category and received $8.6 million, equating to a difference of $4.7 million.

In FY2024-25, the City budgeted $7.4 million. The difference between the budgeted amounts in these two years is that in the FY2024-25 budget, staff did not include property sales of over $10 million in the formula. These few unpredictable transactions skew the monthly sales figures.

For FY2025-26, the City budgeted $13.6 million following the Guiding Fiscal Policy formula.

As a reminder, Measure H, approved by Richmond voters in November 2018, went into effect at the end of December 2018. Measure H increased the real estate transfer tax from 0.7 percent to 1.25 percent for properties with a sale price of over $1 million but below $3 million, 2.5 percent for properties with a sale price between $3 - $10 million, and 3.0 percent for properties with a sale price over $10 million.

The table below shows each monthly payment going back to FY2018-19 and highlights the volatility of this revenue stream. Of note are the very high payments received in certain months which are shown as significant peaks.

Attachment 4 - Documentary Transfer Tax for November 2025

133

Fiscal Year July Au gust September October November December January February March April May June Totals FY2018-19 498,037 508, 343 348,117 440,189 462,542 437,400 225,541 487,419 809,257 733,536 1,524,100 1,542,404 8,016,886 FY2019-20 475,202 514,221 489,633 581,608 406,167 676,059 2,578,200 344,488 460,000 1,345,764 444,160 406,756 8,722,257 FY2020-21 1,464,754 529,696 5,088,852 508,011 2,522,185 883,461 569,095 357,803 621,601 4,312,603 2,130,037 878,737 19,866,835 FY2021-22 784,937 642,394 3,405,874 1,620,476 689,214 701,028 419,082 944,682 3,047,276 926,132 1,675,993 3,755,021 18,612,107 FY2022-23 1,086,045 520,354 517,718 580,839 1,250,243 785,993 682,509 244,636 2,034,519 970,348 1,253,543 490,102 10,416,847 FY2023-24 465,705 425,650 368,966 507,066 1,357,082 407,488 356,203 336,787 439,035 582,710 627,785 2,726,059 8,600,534 FY2024-25 3,353,340 420,135 424,251 4,394,236 1,791,677 448,977 273,946 412,343 486,190 339,108 611,460 538,589 13,494,250 FY2025-26 7,258,631 380,656 398,557 479,573 371,688 8,889,105 $0
$1,000,000
$2,000,000
$3,000,000
$4,000,000
$5,000,000
$6,000,000
$7,000,000
$8,000,000
July August September October November December Jan uary February March April May June City of Richmond - Documentary Transfer Tax
FY2018-19 FY2019-20 FY2020-21 FY2021-22 FY2022-23 FY2023-24 FY2024-25 FY2025-26 Attachment 4 - Documentary Transfer Tax for November 2025

134
KRISTIN B. CONNELLY, CLERK-RECORDER
County of Contra Costa
555 Escobar Street * Martinez, CA 94553
Recorder (925) 335-7900 * Fax (925) 335-7926
Transfer Tax Monthly Detail by City
Report Date & Time
12/05/2025 09:36
For Month: November 2025
Document No. Recording Date/Time Transaction Date/Time Action City Split County Split Transfer Tax Total Location
For Richmond
2025-0123849 11/03/2025 11:13 11/03/2025 11:13:00 $1,400.00 $220.00 $1,620.00 Main Office 2025-0123953 11/03/2025 13:34 11/03/2025 13:34:00 $4,970.00 $781.00 $5,751.00 Main Office 2025-0124370 11/04/2025 10:21 11/04/2025 10:21:00 $3,332.00 $523.05 $3,855.05 Main Office 2025-0124391 11/04/2025 10:48 11/04/2025 10:48:00 $5,250.00 $825.00 $6,075.00 Main Office 2025-0124402 11/04/2025 11:07 11/04/2025 11:07:00 $2,625.00 $412.50 $3,037.50 Main Office 2025-0124514 11/04/2025 12:38 11/04/2025 12:38:00 $5,040.00 $792.00 $5,832.00 Main Office 2025-0124906 11/05/2025 10:46 11/05/2025 10:46:00 $4,396.00 $690.80 $5,086.80 Main Office 2025-0124921 11/05/2025 11:01 11/05/2025 11:01:00 $5,950.00 $935.00 $6,885.00 Main Office 2025-0124928 11/05/2025 11:11 11/05/2025 11:11:00 $13,562.50 $1,193.50 $14,756.00 Main Office 2025-0124935 11/05/2025 11:18 11/05/2025 11:18:00 $16,375.00 $1,441.00 $17,816.00 Main Office 2025-0125153 11/05/2025 14:10 11/05/2025 14:10:00 $3,640.00 $572.00 $4,212.00 Main Office 2025-0125210 11/05/2025 14:43 11/05/2025 14:43:00 $3,388.00 $531.85 $3,919.85 Main Office 2025-0125288 11/05/2025 16:31 11/05/2025 16:31:00 $4,200.00 $660.00 $4,860.00 Main Office 2025-0125635 11/06/2025 15:39 11/06/2025 15:39:00 $5,145.00 $808.50 $5,953.50 Main Office 2025-0125855 11/07/2025 09:08 11/07/2025 09:08:00 $6,244.00 $981.20 $7,225.20 Main Office 2025-0125982 11/07/2025 11:50 11/07/2025 11:50:00 $2,450.00 $385.00 $2,835.00 Main Office 2025-0125986 11/07/2025 11:51 11/07/2025 11:51:00 $6,993.00 $1,098.90 $8,091.90 Main Office 2025-0126021 11/07/2025 12:32 11/07/2025 12:32:00 $5,810.00 $913.00 $6,723.00 Main Office 2025-0126032 11/07/2025 12:58 11/07/2025 12:58:00 $3,850.00 $605.00 $4,455.00 Main Office 2025-0126040 11/07/2025 13:20 11/07/2025 13:20:00 $3,500.00 $550.00 $4,050.00 Main Office 2025-0126518 11/10/2025 13:39 11/10/2025 13:39:00 $3,990.00 $627.00 $4,617.00 Main Office 2025-0126619 11/10/2025 15:08 11/10/2025 15:08:00 $3,185.00 $500.50 $3,685.50 Main Office 2025-0127033 11/13/2025 08:21 11/13/2025 08:21:00 $5,005.00 $786.50 $5,791.50 Main Office 2025-0127256 11/13/2025 10:27 11/13/2025 10:27:00 $2,905.00 $456.50 $3,361.50 Main Office Attachment 4 - Documentary Transfer Tax for November 2025

135
KRISTIN B. CONNELLY, CLERK-RECORDER
County of Contra Costa
555 Escobar Street * Martinez, CA 94553
Recorder (925) 335-7900 * Fax (925) 335-7926
Transfer Tax Monthly Detail by City
Report Date & Time
12/05/2025 09:36
For Month: November 2025
Document No. Recording Date/Time Transaction Date/Time Action City Split County Split Transfer Tax Total Location
2025-0127771 11/13/2025 14:54 11/13/2025 14:54:00 $3,710.00 $583.00 $4,293.00 Main Office 2025-0127970 11/14/2025 08:12 11/14/2025 08:12:00 $4,165.00 $654.50 $4,819.50 Main Office 2025-0128524 11/14/2025 14:22 11/14/2025 14:22:00 $4,305.00 $676.50 $4,981.50 Main Office 2025-0128574 11/14/2025 14:47 11/14/2025 14:47:00 $5,985.00 $940.50 $6,925.50 Main Office 2025-0128593 11/14/2025 14:56 11/14/2025 14:56:00 $5,425.00 $852.50 $6,277.50 Main Office 2025-0128641 11/14/2025 15:42 11/14/2025 15:42:00 $6,916.00 $1,086.80 $8,002.80 Main Office 2025-0128654 11/14/2025 16:00 11/14/2025 16:00:00 $5,390.00 $847.00 $6,237.00 Main Office 2025-0128698 11/14/2025 16:27 11/14/2025 16:27:00 $15,450.00 $1,359.60 $16,809.60 Main Office 2025-0129082 11/17/2025 12:32 11/17/2025 12:32:00 $3,920.00 $616.00 $4,536.00 Main Office 2025-0129089 11/17/2025 12:35 11/17/2025 12:35:00 $13,625.00 $1,199.00 $14,824.00 Main Office 2025-0129154 11/17/2025 14:40 11/17/2025 14:40:00 $6,335.00 $995.50 $7,330.50 Main Office 2025-0129234 11/17/2025 16:13 11/17/2025 16:13:00 $3,185.00 $500.50 $3,685.50 Main Office 2025-0129443 11/18/2025 10:17 11/18/2025 10:17:00 $3,794.00 $596.20 $4,390.20 Main Office 2025-0129548 11/18/2025 11:56 11/18/2025 11:56:00 $2,870.00 $451.00 $3,321.00 Main Office 2025-0129682 11/18/2025 14:37 11/18/2025 14:37:00 $3,815.00 $599.50 $4,414.50 Main Office 2025-0129918 11/19/2025 09:02 11/19/2025 09:02:00 $5,355.00 $841.50 $6,196.50 Main Office 2025-0130285 11/19/2025 12:44 11/19/2025 12:44:00 $2,835.00 $445.50 $3,280.50 Main Office 2025-0130411 11/19/2025 14:35 11/19/2025 14:35:00 $3,451.00 $542.30 $3,993.30 Main Office 2025-0130459 11/19/2025 15:40 11/19/2025 15:40:00 $3,605.00 $566.50 $4,171.50 Main Office 2025-0130589 11/20/2025 09:45 11/20/2025 09:45:00 $3,080.00 $484.00 $3,564.00 Main Office 2025-0130984 11/20/2025 14:42 11/20/2025 14:42:00 $5,075.00 $797.50 $5,872.50 Main Office 2025-0131201 11/21/2025 09:42 11/21/2025 09:42:00 $5,782.00 $908.60 $6,690.60 Main Office 2025-0131206 11/21/2025 09:44 11/21/2025 09:44:00 $6,650.00 $1,045.00 $7,695.00 Main Office 2025-0131573 11/21/2025 14:59 11/21/2025 14:59:00 $1,043.00 $163.35 $1,206.35 Main Office 2025-0131934 11/24/2025 11:21 11/24/2025 11:21:00 $3,234.00 $507.65 $3,741.65 Main Office 2025-0131953 11/24/2025 11:33 11/24/2025 11:33:00 $2,331.00 $366.30 $2,697.30 Main Office Attachment 4 - Documentary Transfer Tax for November 2025

136
KRISTIN B. CONNELLY, CLERK-RECORDER
County of Contra Costa
555 Escobar Street * Martinez, CA 94553
Recorder (925) 335-7900 * Fax (925) 335-7926
Transfer Tax Monthly Detail by City
Report Date & Time
12/05/2025 09:36
For Month: November 2025
Document No. Recording Date/Time Transaction Date/Time Action City Split County Split Transfer Tax Total Location
2025-0131977 11/24/2025 12:08 11/24/2025 12:08:00 $3,976.00 $624.25 $4,600.25 Main Office 2025-0132009 11/24/2025 12:54 11/24/2025 12:54:00 $4,270.00 $671.00 $4,941.00 Main Office 2025-0132098 11/24/2025 14:42 11/24/2025 14:42:00 $4,515.00 $709.50 $5,224.50 Main Office 2025-0132178 11/25/2025 07:56 11/25/2025 07:56:00 $14,250.00 $1,254.00 $15,504.00 Main Office 2025-0132296 11/25/2025 08:42 11/25/2025 08:42:00 $2,660.00 $418.00 $3,078.00 Main Office 2025-0132528 11/25/2025 10:05 11/25/2025 10:05:00 $5,180.00 $814.00 $5,994.00 Main Office 2025-0132674 11/25/2025 11:52 11/25/2025 11:52:00 $5,950.00 $935.00 $6,885.00 Main Office 2025-0132712 11/25/2025 12:25 11/25/2025 12:25:00 $4,410.00 $693.00 $5,103.00 Main Office 2025-0132720 11/25/2025 12:35 11/25/2025 12:35:00 $4,655.00 $731.50 $5,386.50 Main Office 2025-0132797 11/25/2025 13:22 11/25/2025 13:22:00 $12,587.50 $1,107.70 $13,695.20 Main Office 2025-0132834 11/25/2025 14:11 11/25/2025 14:11:00 $3,640.00 $572.00 $4,212.00 Main Office 2025-0132909 11/25/2025 15:17 11/25/2025 15:17:00 $1,435.00 $225.50 $1,660.50 Main Office 2025-0133009 11/26/2025 08:37 11/26/2025 08:37:00 $4,165.00 $654.50 $4,819.50 Main Office 2025-0133187 11/26/2025 09:51 11/26/2025 09:51:00 $5,775.00 $907.50 $6,682.50 Main Office 2025-0133374 11/26/2025 11:14 11/26/2025 11:14:00 $4,340.00 $682.00 $5,022.00 Main Office 2025-0133515 11/26/2025 12:08 11/26/2025 12:08:00 $2,387.00 $375.10 $2,762.10 Main Office 2025-0133534 11/26/2025 12:25 11/26/2025 12:25:00 $4,620.00 $726.00 $5,346.00 Main Office 2025-0133550 11/26/2025 12:39 11/26/2025 12:39:00 $4,900.00 $770.00 $5,670.00 Main Office 2025-0133629 11/26/2025 13:47 11/26/2025 13:47:00 $3,360.00 $528.00 $3,888.00 Main Office 2025-0133633 11/26/2025 13:50 11/26/2025 13:50:00 $4,550.00 $715.00 $5,265.00 Main Office 2025-0133661 11/26/2025 14:31 11/26/2025 14:31:00 $2,786.00 $437.80 $3,223.80 Main Office 2025-0133691 11/26/2025 14:43 11/26/2025 14:43:00 $5,040.00 $792.00 $5,832.00 Main Office 2025-0133714 11/26/2025 14:56 11/26/2025 14:56:00 $4,795.00 $753.50 $5,548.50 Main Office Attachment 4 - Documentary Transfer Tax for November 2025

137
KRISTIN B. CONNELLY, CLERK-RECORDER
County of Contra Costa
555 Escobar Street * Martinez, CA 94553
Recorder (925) 335-7900 * Fax (925) 335-7926
Transfer Tax Monthly Detail by City
Report Date & Time
12/05/2025 09:36
For Month: November 2025
Document No. Recording Date/Time Transaction Date/Time Action City Split County Split Transfer Tax Total Location
2025-0133784 11/26/2025 15:52 11/26/2025 15:52:00 $2,905.00 $456.50 $3,361.50 Main Office Total For Richmond $371,688.00 $52,469.45 $424,157.45
Attachment 4 - Documentary Transfer Tax for November 2025

138
OPEB and Pension Returns for November 2025 (Attachment 5) Account Frequency Beg. Balance Contributions Interest Gain(Loss) Fees End Balance Rate PARS-OPEB Monthly 59,317,367.98 247,187.50 806,550.12 (15,862.05) 60,355,243.55 1.36% FY 2018 6.60%
FY 2019 6.77%
FY 2020 3.62%
FY 2021 26.76%
FY 2022 -13.72%
FY 2023 9.49%
FY 2024 13.37%
FY 2025 10.49%
Annualized Returns
City of Richmond
City of Richmond Finance Department
PARS-OPEB Summary 450 Civic Center Plaza
Period Ending October 31, 2025 Richmond, CA 94804
(510) 620-6740

3.40%
-2.63%

2.07%

0.41%
-2.83%

0.31%

2.81%

3.17%

0.68%

1.90%

2.25%

1.36%

2.86%
-1.24%

2.76%
-0.21%
-0.41%
-2.13%

0.21%

6.40%

6.79%

5.85%

4.90%

5.61%
-4.00%
-2.00%

0.00%

2.00%

4.00%

6.00%

8.00%
Nov-24
FY2025
Dec-24
FY2025
Jan-25
FY2025
Feb-25
FY2025
Mar-25
FY2025
Apr-25
FY2025
May-25
FY2025
Jun-25
FY2025
Jul-25
FY2026
Aug-25
FY2026
Sep-25
FY2026
Oct-25
FY2026
PARS-OPEB Return Rates
1-Month Return
3-Month Return

OPEB and Pension Returns for November 2025 (Attachment 5) Account Frequency Beg. Balance Contributions Interest Gain(Loss) Fees End Balance Rate PARS-Pension Monthly 5,636,253.42 0.00 79,874.66 (1,509.32) 5,714,618.76 1.42% FY 2025 7.68%
Annualized Returns
City of Richmond
City of Richmond Finance Department
PARS-Pension Summary 450 Civic Center Plaza
Period Ending October 31, 2025 Richmond, CA 94804
(510) 620-6740

2.21%
-2.11%

1.36% 1.29%
-1.42%

0.31%

1.13%

2.40%

0.17%

2.48% 2.65%

1.42%1.33%
-2.12%

1.41%

0.50%

1.21%

0.16% 0.29%

3.88%

3.73%

5.12%

5.37%

6.69%
-3.00%
-2.00%
-1.00%

0.00%

1.00%

2.00%

3.00%

4.00%

5.00%

6.00%

7.00%

8.00%
Nov-24
FY2025
Dec-24
FY2025
Jan-25
FY2025
Feb-25
FY2025
Mar-25
FY2025
Apr-25
FY2025
May-25
FY2025
Jun-25
FY2025
Jul-25
FY2026
Aug-25
FY2026
Sep-25
FY2026
Oct-25
FY2026
PARS-Pension Return Rates
1-Month Return
3-month

OPEB and Pension Returns for November 2025 (Attachment 5) Account Frequency Beg. Balance Disbursements Contributions Interest Gain(Loss) Fees End Balance Rate CalPERS-CERBT Quarterly 13,832,776.52 (302,613.16) 14,850.00 666,624.09 (2,458.45) 14,209,179.00 4.82% FY 2020 5.97%
FY 2021 20.47%
FY 2022 -12.60%
FY 2023 3.81%
FY 2024 8.69%
FY 2025 10.74%
Annualized Returns
City of Richmond
City of Richmond Finance Department
CalPERS-CERBT Summary 450 Civic Center Plaza
Quarter Ending September 30, 2025 Richmond, CA 94804
(510) 620-6740

5.44%

4.63%

1.58%
-4.39%

10.60%

2.31%

0.47%

7.83%
-3.94%

1.37%

5.48%

4.82%
-6.00%
-4.00%
-2.00%

0.00%

2.00%

4.00%

6.00%

8.00%

10.00%

12.00%
Oct-Dec 2022
FY2023
Jan-Mar 2023
FY2023
Apr-Jun 2023
FY2023
Jul-Sep 2023
FY2024
Oct-Dec 2023
FY2024
Jan-Mar 2024
FY2024
Apr-Jun 2024
FY2024
Jul-Sep 2024
FY2025
Oct-Dec 2024
FY2025
Jan-Mar 2025
FY2025
Apr-Jun 2025
FY2025
Jul-Sep 2025
FY2026
CalPERS-CERBT Return Rates
3-Month Return

January 20, 2026

Finance Department

DATE: January 20, 2026
TO: Mayor Martinez and Members of the City Council
FROM:

Emily Combs, Director of Finance
Mubeen Qader, Deputy Director of Finance
Jerry Gurule, Accounting Manager
Antonio Banuelos, Accounting Manager
Subject:

Contract Amendment No. 3 with DebtBook Management
Software for Debt, Lease, and Subscription Accounting
FINANCIAL IMPACT: The proposed $70,829 expenditure is included within the approved Fiscal Year 2025-2026 Finance Department
budget (Account String: 01175715-400201).

PREVIOUS COUNCIL
ACTION:

March 16, 2022
March 4, 2025

STATEMENT OF THE
ISSUE:

The Finance Department is seeking approval to exercise
the option for a one-year contract extension for DebtBook to aid staff in meeting Governmental Accounting
Standards Board (GASB) reporting requirements for
Debt, Lease and Subscription Based Information
Technology Arrangements.

RECOMMENDED ACTION:

APPROVE third contract amendment with DebtBook for
software using the National Cooperative Purchasing
Alliance (NCPA) contract, to aid the City in meeting
Governmental Accounting Standard Board (GASB) 87
Accounting for Leases and GASB 96 Subscription-based
Information Technology Arrangements for a term of one
year beginning March 16, 2026, through March 15, 2027,
and increasing the payment limit by $15,748, for a total contract amount not to exceed $70,829 – Finance
Department (Emily Combs 510-620-6740).

AGENDA
REPORT
142
January 20, 2026
DISCUSSION:

Every year, the Governmental Accounting Standards Board (GASB) issues accounting standards that affect how the City reports its financial information. DebtBook provides software to aid the City in meeting Governmental Accounting Standard requirements for GASB 87 Accounting for Leases and GASB 96 Subscription-Based Information Technology Arrangements reporting as well as Debt Management.

GASB 87, was issued to put the value of leases that a government has on its balance sheet and amortize those leases over the term of the lease. The standard applies to any lease agreement where the present value of the future lease payments is greater than $5,000. It also applies to leases, regardless of whether the City is the lessee or lessor.

The only exception is if both parties can terminate the lease within one year. If the lease can be terminated within one year, the lease is considered short-term, and short-term leases are not subject to this standard. GASB 87 also requires the City to work with the vendors to determine the implicit interest rate they are charging on the leases. If the vendor cannot provide the implicit interest rate, the City needs to use the lessee's incremental borrowing rate.

In combination with GASB 87, GASB 96 changes the way that Subscription-Based Information Technology Arrangements (SBITA), are reported on the financial statements, requiring governments to recognize a subscription liability and an intangible asset representing the government's right to use the subscription asset at the commencement of the subscription term.

Additionally, this software comes with the ability to track the City debt. Currently, the City's debt is tracked in several spreadsheets, and all debt-related documents are stored on a City network drive. This software allows much more dynamic debt reporting and the ability to store and track all debt documents in a secure centralized location.

On June 8, 2021, the National Cooperative Purchasing Alliance (NCPA) issued a competitive solicitation for Debt and Lease Management Software and Consulting Services. The contract was awarded to DebtBook on August 16, 2021. This purchase is compliant with the Richmond Municipal Code Section 2.52.328, Cooperative Procurement, which allows the City to use cooperative solicitations if it is in the best interest of the City of Richmond.

City staff recommend that the City Council approve the DebtBook third contract amendment to exercise a one-year option to extend the contract with DebtBook and take advantage of discounts. Increasing the payment limit by $15,748, for a total contract amount not to exceed $70,829 (Attachment 4).

DOCUMENTS ATTACHED:

Attachment 1 – Original Contract
Attachment 2 – Amendment No. 1
143
January 20, 2026
Attachment 3 – Amendment No. 2
Attachment 4 – Amendment No. 3

144

CITY OF RICHMOND

STANDARD CONTRACT

Department: Project Manager:

Project Manager E-mail:

Project Manager Phone No:

PR No: Vendor No: P.O./Contract No:

Description of Services:

The parties to this STANDARD CONTRACT do mutually agree and promise as follows:

1. Parties. The parties to this Contract are the City of Richmond (herein referred to as the “City”) and the following named Contractor:

Company Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No: / Expiration Date:

A California [ ] corporation, [ ] limited liability corporation [ ] general partnership, [ ] limited partnership, [ ] individual, [ ] non-profit corporation, [ ] individual dba as [specify:] , [ ] other [specify:]

2. Term. The effective date of this Contract is and it terminates unless terminated as provided herein.

3. Payment Limit. City’s total payments to Contractor under this Contract shall not exceed $ . City shall not pay for services that exceed the Contract Payment Limit unless a contract amendment has been approved by the City Council or City Manager.

4. Contractor’s Obligations. Contractor shall provide those services and carry out that work described in the Service Plan (Exhibit A) which is attached hereto and is incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

5. City's Obligations. City shall make to the Contractor those payments described in the Payment Provisions (Exhibit B) which are attached hereto and are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

Finance
Delmy Cuellar
[email protected]
(510) 620-6790
Debt and Lease Management Software, and Assist Implementation and Compliance for GASB 87 Lease Accounting Standards
FIFTH ASSET, INC., D/B/A/ DEBTBOOK
300 W. Summit Avenue, Suite 110
Charlotte, NC 28203
Bill Fray
(407) 463-5117
[email protected]
WAIVED
March 16, 2022
March 15, 2023
40,500.00
✔
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 145

6. Authorized Representatives and Notices. This Contract is subject to the Authorized Representatives and Notices Provisions (Exhibit C) which are attached hereto and are incorporated herein by reference.

7. General Conditions. This Contract is subject to the General Conditions (Exhibit D) which are attached hereto and are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

8. Special Conditions. This Contract is subject to the Special Conditions (Exhibit E) (if any) which are attached hereto and are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein. (Note:
other than Public Works contracts, the City will agree to Special Conditions only in unusual circumstances.)

9. Insurance Provisions. This Contract is subject to the Insurance Provisions (Exhibit F) which are attached hereto and are incorporated herein by reference.

10. Signatures. These signatures attest the parties' Contract hereto:

CITY OF RICHMOND CONTRACTOR:
a municipal corporation

By:
(* The Corporation Chairperson of the Board,
President or Vice President should sign below)

Title: By:

I hereby certify that this Contract Title:
has been approved by City Council.

Date Signed:

B y :

City Clerk
(* The Corporation Chief Financial Officer,
Secretary or Assistant Secretary should sign below)
Approved as to form:

B y :

B y : T i t l e :

City Attorney
Date Signed:

(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a corporation
or nonprofit organization, this Contract (1) must
be signed by (a) the Chairperson of the Board,
President or Vice-President
and (b) the
Secretary any Assistant Secretary, the Chief
Financial Officer or any Assistant Treasurer.

LIST OF ATTACHMENTS:

Service Plan Exhibit A
Payment Provisions Exhibit B
Authorized Representatives and Notices Exhibit C
General Conditions Exhibit D
Special Conditions Exhibit E
Insurance Provisions Exhibit F
Standard Contract/EJ/TE 9-26-07
FIFTH ASSET, INC., D/B/A/ DEBTBOOK
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 3/18/2022
CEO
Secretary
4/7/2022
Mayor
146
For the Contract between the City of
Richmond and

EXHIBIT A

SERVICE PLAN

Contractor shall, to the satisfaction of the , perform the following services and be compensated as outlined below:

- Scope of work and quote attached.

Director of Finance
FIFTH ASSET, INC., D/B/A/ DEBTBOOK
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 147
Overview
DebtBook is 100% cloud based debt and lease management software. While our software is constantly evolving, key features include:

General Functionality (available with both Debt and Lease Management) ● Financial Reporting: Producing debt service and lease schedules to comply with GASB pronouncements is a pain. Automated reporting functionality saves you time during audit.
● View by Type, Purpose, and Fund: It may be one loan or one debt obligation, but you pay it back from multiple sources. Split and track loans easily by department or purpose or fund to change the view of your obligations.
● Single Source of Truth: Your staff, advisors, lawyers, banks, accountants and consultants all require an accurate debt profile to do their job well. Share access to your debt profile and provide controlled access to the accurate information everyone needs. ● Collaboration and Organization: Ability to share real-time data among City departments and outside consultants through separate, role-based logins. ● Excel Compatible: Modernize your workflow without disrupting it. All data and analysis is easily exported into excel for use in your existing models. ● Security & Availability: Cybercriminals attack governments with ransomware, rendering local systems inoperable. Our cloud-based platform ensures your staff has 24/7 access to information required to make timely and accurate debt payments. ● Succession Planning: Many organizations rely on one or two professionals to manage their debt. When those professionals move on to other opportunities, a painful hole in the team opens, soon to be filled by someone facing a steep learning curve. Ensure continuity within your organization and improve succession planning. ● Document Storage: Storage of all applicable transcripts, leases and legal documents.

Debt Management Functionality
● Automatic Profile Updates: When you borrow money or pay something off, upload the documents for processing to refresh your debt profile. Log back in and your profile is updated and ready for your verification.

Scope of Work
January 1, 2022
www.debtbook.com
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 148
DebtBook Scope of Work
www.debtbook.com
● Succession Planning: Many organizations rely on one or two professionals to manage their debt. When those professionals move on to other opportunities, a painful hole in the team opens, soon to be filled by someone facing a steep learning curve. Ensure continuity within your organization and improve succession planning. ● Payment Reminders: Optional and customizable email payment reminders ensure that an invoice getting lost in the mail won’t result in a missed payment. Set preferences including desired recipient and timeframe, allowing staff to have confidence the invoiced amount accurately matches the agreed payment schedule.
● Schedule Creation: Generation of amortization schedules, payment schedules, and outstanding debt schedules with ability to export to Excel. ● Historic Payments: Tracking of historic debt service payments. ● Audit Ready Notes: Audit ready notes and reports providing breakdown of debt schedules by fund type for inclusion in the City’s annual CAFR – pdf or similar output.

Lease Management Functionality
● GASB 87 compliant: DebtBook will assist in gaining both initial and ongoing compliance with GASB 87. Automatically produce GASB compliant footnote disclosures through the application.
● Journal Entries: Automatically generate journal entries for each lease with the ability to view the entries on a monthly, quarter, and annual basis. Each journal entry can be seen at a portfolio-level, lease schedule-level, and asset-level. ● Key Event Reminders: Using DebtBook's "Milestones" feature each user is able to view critical dates such as purchase options, termination options, residual value payments, lease end times and more. Additionally, each individual will be able to set email reminders based on their individual preferences. Each user can setup alert notifications for lease renewals and deadlines to ensure start and end dates are not missed. ● View by Type and Purpose and Fund: View all of your leases by Type, Fund and Purpose. Track and split easily by department or purpose or fund to change the view of your obligations. DebtBook supports split allocations of a single asset across multiple departments, funds, purposes.
● Data Exports: Any lease schedule is able to be exported out of DebtBook's system into a reformatted Excel document.
● Ability to Calculate and Track (Lessee):
- Lease liability, individual and aggregate, at the present value of payments and purchase option, if necessary, expected to be made during the lease term(s) or useful life. - Amortization schedules, individual and in aggregate, of the discount on the lease liability and of the lease asset.
- Calculate the measure of lease assets, individual and in aggregate, including any ancillary charges.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 149 DebtBook Scope of Work
www.debtbook.com
● Ability to Remeasure and Track (Lessee):
- Lease liability calculations and amortization schedules if lease modifications or discount rate changes are made during a reporting period, including renewal options. - Lease asset calculations and amortization schedules for lease terminations, lease modifications or discount rate changes made during a reporting period. - Adjust calculations as necessary for impairment of an asset. ● Ability to Calculate and Track (Lessor):
- Lease receivable, individual and in aggregate, at the present value of payments expected to be received during the lease term(s).
- Amortization schedules, individual and in aggregate, of the discount on the lease receivable and of the lease Deferred Inflow of Resources. - Calculate the measure of lease Deferred Inflow of Resources, individual and in aggregate.
- The total amount of inflows of resources recognized in the reporting period from leases.
- View the amount of inflows of resources recognized in the reporting period for variable and other payments not previously included in the measurement of the lease receivable.
- View the schedule of future payments that are included in the measurement of the lease receivable, showing principal and interest separately, for each of the five subsequent fiscal years and in five-year increments thereafter. ● Ability to Remeasure and Track (Lessor):
- Lease receivable calculations and amortization schedules for lease terminations, lease modifications or discount rate changes are made during a reporting period including renewal options.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 150
Richmond, CA
Reference: 20220228-231404831
Quote created: February 28, 2022
Quote expires: April 29, 2022
Quote created by: Bill Fray
Regional Sales Director
[email protected]
+1 (407) 463-5117
Comments from Bill Fray
Quote for 3 years at current pricing tiers (and scope - Up to 150 combined debt and lease obligations). The City gets to take advantage of a yearly 10% discount per it's membership to CMTA.

Products & Services
Item & Description Quantity Unit Price Total
'22 Subscription Pricing: Tier 3
This represents the annual subscription charge
your organization pays for access to the
DebtBook platform. There are no additional
charges - this covers onboarding, unlimited
users, external sharing, support and training.
1 $15,000.00 / year $13,500.00 / year
after $1,500.00 discount
for 3 years
'22 Implementation Charge: Tier 3
This covers the cost of our full-service
implementation process for your organization.
1 $0.00 $0.00
Subtotals
Annual subtotal $13,500.00
after $1,500.00 discount
Richmond, CA
450 Civic Center Plaza
Richmond, CA 94804
US
Delmy Cuellar
Accounting Manager
[email protected]
510-620-6970
Belinda Brown
Finance Director/Treasurer
[email protected]
s
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 151
Total $13,500.00
Questions? Contact me
Bill Fray
Regional Sales Director
[email protected]
+1 (407) 463-5117
DebtBook
300 West Summit Ave, Suite 110
Charlotte, NC 28203
United States
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 152
For the Contract between the City of
Richmond and

EXHIBIT B

PAYMENT PROVISIONS

{PLEASE NOTE THAT THE CITY OF RICHMOND SHALL NOT PAY FOR SERVICES

THAT EXCEED THE CONTRACT PA YMENT LIMIT UNLESS A CONTRACT

AMENDMENT HAS BEEN APPROVED BY THE CITY COUNCIL OR THE CITY MANAGER}

1. Provided Contractor is not in default under this Contract, Contractor shall be compensated as provided below.

2. Any and all payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photo copying, meals and travel etc). Invoices, shall be adequately detailed, based on accurate records, and be in a form reasonably satisfactory to the City. Contractor may be required to provide back-up material upon request.

3. Contractor shall submit timely invoices to the following address:

Attention: City of Richmond, Finance Department - Accounts Payable Project Manager: Department:

PO Box 4046
Richmond, CA 94804-0046

4. All invoices that are submitted by Contra ctor shall be subject to the approval of the City’s Project Manager, before payments shall be authorized.

5. The City will pay invoice(s) within 45 days a fter completion of services to the City’s satisfaction. The City shall not pay late fees or interest.

6. A Richmond business license shall be obtained before any payment under this Contract shall be authorized and the business license must be kept current during the term of this Contract for payments to continue to be authorized.

7. All insurance coverage required by this Contract shall be provided by the Contractor before this Contract shall be executed by the City. The insurance coverage must be kept current during the term of this Contract for payments to continue to be authorized.

Delmy Cuellar
FIFTH ASSET, INC., D/B/A/ DEBTBOOK
Finance
Delmy Cuellar
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 153
For the Contract between the City of
Richmond and

EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

1. Notices
. All notices, demands, statements, or communications provided for by this Contract shall be in writing and may be delivered by deposit in the United States mail, postage prepaid. Notices to the City shall be addressed to the Department Head and (as delineated below in section 1.1) to the project manager responsible for the administration of or the supervision of the scope of work under this Contract. Notices to the Contractor shall be addressed to the party designated by Contractor (as delineated below in section 1.2). Notice shall be deemed delivered (a) upon personal delivery; (b) as of the fifth business day after mailing by United States certified mail, postage prepaid, addressed to the proper party; or (c) as of 12:00 p.m. on the second business day immediately after the day it is deposited with and accepted by Federal Express, or a similar overnight courier service, addressed to the proper party and marked for next business day morning delivery. For the purposes of this Contract, a "business day" means any day Monday through Friday that is not a holiday recognized by the federal government or the State of California.

1. 1 CITY hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:

City of Richmond

Richmond, CA 94804-0046

1. 2 CONTRACTOR hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:

FIFTH ASSET, INC., D/B/A/ DEBTBOOK
FIFTH ASSET, INC., D/B/A/ DEBTBOOK
Delmy Cuellar
450 Civic Center Plaza
Bill Fray
300 W. Summit Avenue, Suite 110
Charlotte, NC 28203
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 154
General Conditions/EJ/TE 01-19-11 1 of 13

EXHIBIT D

GENERAL CONDITIONS

1. Independent Contractor . Contractor acknowledges, represents and warrants that Contractor is not a regular or temporary employee, joint venturer or partner of the City, but rather an independent Contractor. This Contract shall not be construed to create an agency, servant, employee, partnership, or joint venture relationship. As an independent Contractor, Contractor shall have no authority to bind City to any obligation or to act as City's agent except as expressly provided herein. Due to the independent Contractor relationship created by this Contract, City shall not withhold state or federal income taxes, the reporting of which shall be Contractor's sole responsibility.

2. Brokers . Contractor acknowledges, represents and warrants that Contractor has not hired, retained or agreed to pay any entity or person any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this Contract.

3. City Property . The rights to applicable plans, drawings, reports, calculations, data, specifications, videos, graphics or other materials prepared for or obtained pursuant to this Contract, which, upon request, are to be delivered to City within a reasonable time, shall be deemed assigned to City. If applicable, Contractor shall prepare check prints upon request. Notwithstanding the foregoing, Contractor shall not be obligated to provide to City proprietary software or data which Contractor has developed or had developed for Contractor's own use; provided, however, that Contractor shall, pursuant to Section 15 below, indemnify, defend and hold harmless City from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data.

4. Patents, Trademarks, C opyrights and Rights in Data
. Contractor shall not
publish or transfer any materials, discoveries, developments, concepts, designs, ideas, know how, improvements, inventions and/or original works of authorship resulting from activities supported by this Contract without the express prior written consent of the City Manager. If anything resulting from activities supported by this Contract is patentable, trademarkable, copyrightable or otherwise legally protectable, City reserves the exclusive right to seek such intellectual property rights. Notwithstanding the foregoing, Contractor may, after receiving City's prior written consent, seek patent, trademark, copyright or other intellectual property rights on anything resulting from activities supported by this Contract. However, City reserves, and Contractor irrevocably grants, a nonexclusive, fully paid-up, royalty-free, assumable, perpetual, worldwide license, with the right to transfer, sublicense, practice and exploit said license and the right to make, have made, copy, modify, make derivative works of, use, sell, DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 155
General Conditions/EJ/TE 01-19-11 2 of 13

import, and otherwise distribute under all applicable intellectual properties without restriction of any kind said license.

Contractor further agrees to assist City, at City's expense, in every proper way to secure the City’s rights in any patents, trademarks, copyrights or other intellectual property rights relating thereto, including the disclosure to City of all pertinent information and data with respect thereto. Contractor shall also assist City in the execution of all applications, specifications, oaths, assignments, recordations, and all other instruments which City shall deem necessary in order to apply for, obtain, maintain and transfer such rights, or if not transferable, to waive such rights. Contractor shall further assist City in the execution of all applications, specifications, oaths, assignments, recordations and all other instruments which City shall deem necessary in order to assign and convey to City, and any assigns and nominees the sole and exclusive right, title and interest in and to any patents, trademarks, copyrights or other intellectual property rights relating thereto. Contractor further agrees that its obligation to execute or cause to be executed, when it is in Contractor's power to do so, any such instruments or papers shall continue during and at all times after the end of Contractor's services and until the expiration of the last such intellectual property right. Contractor hereby irrevocably designates and appoints City, and its duly authorized officers, agents and servants, as its agent and attorney-in-fact, to act for and in its behalf and stead to execute and file any such applications and to do all other lawfully permitted acts to further the application for, prosecution, issuance, maintenance or transfer of letters of patents, copyright and other registrations. This power of attorney is coupled with an interest and shall not be affected by Contractor's subsequent incapacity.

5. Inspection
. Contractor's performance, place of business and records pertaining to this Contract are subject to monitoring, inspection, review and audit by authorized representatives of the CITY, the State of California, and the United States Government.

If the project or services set forth in Exhibit A shall be performed on City or other public property, City shall have the right to inspect such work without notice. If such project or services shall not be performed on City or other public property, City shall have the right to inspect such work upon reasonable notice.

6. Services
. The project or services set forth in Exhibit A shall be performed to the full satisfaction and approval of City. In the event that the project or services set forth in Exhibit A are also itemized by price, City, in its sole discretion, may, upon notice to Contractor, delete certain items or services set forth in Exhibit A, in which case there shall be a corresponding reduction in the amount of compensation paid to Contractor.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 156
General Conditions/EJ/TE 01-19-11 3 of 13

Contractor shall, at its own cost and expense, furnish all facilities and equipment necessary for Contractor to complete the project or perform the services required herein, unless otherwise provided in Exhibit A.

7. Records
. Contractor shall keep and make available for inspection and copying by authorized representatives of the City, the State of California, and the United States Government, the Contractor's regular business records and such additional records pertaining to this Contract as may be required by the City.

Contractor shall retain all documents pertaining to this Contract for a period of five (5) years after this C ontract's termination (or for any further period that is required by law) and until all Fede ral or State audits are complete and exceptions resolved for this contract's funding period. Upon request, CONTRACTOR shall make thes e records available to authorized representatives of the CITY, the State of California, and the United States Government.

Contractor shall keep full and detailed accounts, maintain records, and exercise such controls as may be necessary for proper financial management under this Contract. The Contractor’s accounting and control systems shall be satisfactory to City. Contractor's accounting systems shall conform to generally accepted accounting principles and all records shall provide a breakdown of total costs charged under this Contract, including properly executed payrolls, time records, utility bills, invoices and vouchers. The City shall be afforded prompt access to Contractor's records, books, and Contractor shall preserve such project records for a period of at least five (5 years after the termination of this Contract , or for such longer period as may be required by law.

Contractor shall permit City and its authorized representatives and accountants to inspect, examine and copy Contractor's books, records, accounts, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to the project or services set forth in Exhibit A, and any and all data relevant to this Contract at any reasonable time for the purpose of auditing and verifying statements, invoices, or bills submitted by Contractor pursuant to this Contract and shall provide such assistance as may be reasonably required in the course of such inspection. Contractor shall also allow City access to the record keeping and accounting personnel of Contractor.

City further reserves the right to examine and re-examine said books, records, accounts, and data during the five (5 year period following the termination of this Contract; and Contractor shall in no event dispose of, destroy, alter, or mutilate said books, records, accounts, and data in any manner whatever for five (5 years after the termination of this Contract.

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General Conditions/EJ/TE 01-19-11 4 of 13

Pursuant to California Government Code § 10527, the parties to this Contract shall be subject to the examination and audit of representatives of the Auditor General of the State of California for a period of three (3) years after final payment under this Contract. The examination and audit shall be confined to those matters connected with the performance of this Contract including, but not limited to, the cost of administering this Contract.

8. Changes and Extra Work . All changes and/or extra work under this Contract shall be performed and paid for in accordance with the following:

Only the City Council or the City Manager may authorize extra and/or changed work. Contractor expressly recognizes that other City personnel are without authorization to either order extra and/or changed work or waive contract requirements. Failure of Contractor to secure the authorization for such extra and/or changed work shall constitute a waiver of any and all right to adjustment in contract price due to such unauthorized work and Contractor thereafter shall be entitled to no compensation whatsoever for performance of such extra and/or changed work.

If Contractor is of the opinion that any work which Contractor has been directed to perform is beyond the scope of this Contract and constitutes extra work, Contractor shall promptly notify City of the fact. The City shall make a determination as to whether or not such work is, in fact, beyond the scope of this Contract and constitutes extra work. In the event that City determines that such work does constitute extra work, City shall provide extra compensation to Contractor on a fair and equitable basis. A change order or Contract Amendment providing for such compensation for extra work shall be negotiated between City and Contractor and executed by Contractor and the appropriate City official.

In the event City determines that such work does not constitute extra work, Contractor shall not be paid extra compensation above that provided herein and if such determination is made by City staff, said determination may be appealed to the City Council; provided, however, a written appeal must be submitted to the City Manager within five (5) days after the staff's determination is sent to Contractor. Said written appeal shall include a description of each and every ground upon which Contractor challenges the staff's determination.

9. Additional Assistance
. If this Contract requires Contractor to prepare
plans and specifications, Contractor shall provide assistance as necessary to resolve any questions regarding such plans and specifications that may arise during the period of advertising for bids, and Contractor shall issue DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 158
General Conditions/EJ/TE 01-19-11 5 of 13

any necessary addenda to the plans and specifications as requested. In the event Contractor is of the opinion that City's requests for addenda and assistance is outside the scope of normal services, the parties shall proceed in accordance with the changes and extra work provisions of Section 8 of these General Conditions.

10. Professional Ability. Contractor acknowledges, represents and warrants that Contractor and its employees are skilled and able to competently provide the services hereunder, and possess all professional licenses, certifications, and approvals necessary to engage in their occupations.

City has relied upon the professional ability and training of Contractor as a material inducement to enter into this Contract. Contractor shall perform in accordance with generally accepted professional practices and standards of Contractor's profession. In the event that City, in its sole discretion, desires the removal of any person employed or retained by Contractor to perform services hereunder, such person shall be removed immediately upon receiving notice from City.

11. Business License
. Contractor shall obtain a Richmond Business License
before performing any services required under this Contract. The failure to so obtain such license shall be a material breach of this Contract and grounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual or extraordinary circumstances without necessitating any modification of this Contract to reflect such waiver.

12. Termination Without Default. Notwithstanding any provision herein to the contrary, City may, in its sole and absolute discretion and without cause, terminate this Contract at any time prior to completion by Contractor of the project or services hereunder, immediately upon written notice to Contractor. Contractor may terminate this Contract at any time in its sole and absolute discretion and without cause upon 30 days' written notice to City. In the event of termination by either party, Contractor shall be compensated for: (1) all authorized work satisfactorily performed prior to the effective date of termination; (2) necessary materials or services of others ordered by Contractor for this Contract, prior to receipt of notice of termination, irrespective of whether such materials or services of others have actually been delivered, provided that Contractor is not able to cancel such orders. Compensation for Contractor in such event shall be determined by City in accordance with the percentage of the project or services completed by Contractor; and all of Contractor's finished or unfinished work product through the time of the City's last payment shall be transferred and assigned to City. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

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General Conditions/EJ/TE 01-19-11 6 of 13

13. Termination in the Event of Default. Should Contractor fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Contract, City may immediately terminate this Contract by giving written notice of such termination, stating the reasons for such termination. Contractor shall be compensated as provided in Section 12 of these General Conditions; provided, however, there shall be deducted from such amount the amount of damage, including attorney's fees, expert witness fees and costs, if any, sustained by City by virtue of Contractor's breach of this Contract. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

14. Conflict of Interest. Contractor acknowledges, represents and warrants that Contractor shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Contract. Contractor further acknowledges, represents and warrants that no City official or employee has any economic interest, as defined in Title 2, California Code of Regulations §§ 18703.1 through 18703.5, with Contractor that would invalidate this Contract. Contractor acknowledges that in the event that Contractor shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Contract, all consideration received under this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.

15. Indemnification.

(a) If this Contract is a contract for design professional services subject to California Civil Code Section 2782.8(a) and Contractor is a design professional, as defined in California Civil Code Section 2782.8(b)(2), Contractor shall hold harmless, defend and indemnify the City, its officers, agents, employees, and volunteers from and against any and all claims, damages, losses, and expenses including attorneys’ fees arising out of, or pertaining to, or relating to the negligence, recklessness, or willful misconduct of the Contractor, except where caused by the active negligence, sole negligence, or willful misconduct of the City. To the fullest extent permitted by law, Contractor shall immediately defend and indemnify the City and its officers, agents, employees, and volunteers from and against any and all liabilities, regardless of nature or type, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, or its employees, agents, or subcontractors.

Liabilities subject to the duties to defend and indemnify include, without limitation, any and all claims, losses, damages, penalties, fines, and judgments; associated investigation and administrative expenses; defense costs, including but not limited to reasonable attorneys’ fees; court costs; and costs of alternative dispute resolution. Contractor’s obligation to DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 160
General Conditions/EJ/TE 01-19-11 7 of 13

indemnify applies unless it is finally adjudicated that the liability was caused by the sole active negligence or sole willful misconduct of an indemnified party.
(b) If this Contract is not a contract for design professional services subject to California Civil Code Section 2782.8(a) or Contractor is not a design professional as defined in California Civil Code Section 2782.8(b)(2), Contractor shall indemnify, defend, and hold harmless the City, its officers, agents, employees and volunteers from any and all claims, suits, or actions of every name, kind and description, brought forth on account of injuries to or death of any person or damage to property arising from or connected with the willful misconduct, negligent acts, errors or omissions, ultra-hazardous activities, activities giving rise to strict liability, or defects in design by Contractor or any person directly or indirectly employed by, or acting as, the agent for Contractor in the performance of this Contract, including the concurrent or successive passive negligence of the City, its officers, agents, employees or volunteers.
(c) It is understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Contractor shall be obligated to defend, in all legal, equitable, administrative, or special proceedings, with counsel approved by the City, the City and its officers, agents, employees, and volunteers, immediately upon tender to Contractor of the claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination that persons other than Contractor are responsible for the claim does not relieve Contractor from its separate and distinct obligation to defend under this Section 15. The obligation to defend extends through final judgment, including exhaustion of any appeals. The defense obligation includes an obligation to provide independent counsel if Contractor asserts that liability is caused in whole, or in part, by the negligence or willful misconduct of an indemnified party. (d) The review, acceptance or approval of the Contractor’s work or work product by any indemnified party shall not affect, relieve or reduce the Contractor’s indemnification or defense obligations. This Section 15 survives completion of the services or the termination of this Contract.

The provisions of this Section 15 are not limited by, and do not affect, the provisions of this Contract relating to insurance.
(e) Acceptance of insurance certificates and endorsements required under this Contract does not relieve Contractor from liability under this Section

15. This Section 15 shall apply whether or not such insurance policies are determined to be applicable to any such damages or claims for damages.

16. Safety
. Contractor acknowledges that the City is committed to the highest standards of workplace safety. Contractor shall perform all work hereunder in full compliance with applicable local, state and federal safety requirements including but not limited to Occupational Safety and Health Administration requirements, and shall assume sole and complete DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 161
General Conditions/EJ/TE 01-19-11 8 of 13

responsibility for the safety of Contractor's employees and any subContractor's employees. If a death, serious personal injury or substantial property damage occurs in connection with the performance of this Contract, Contractor shall immediately notify the City by telephone.

17. Insurance. Insurance requirements are set forth in Exhibit F to this Contract. Contractor shall abide by the insurance requirements set forth in said Exhibit F.

18. Non-Liability of Officials and Employees of the City. No official or employee of the City shall be personally liable for any default or liability under this Contract.

19. Compliance with Laws. Contractor shall comply with all federal, state and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals, with respect to this Contract, including without limitation environmental laws, employment discrimination laws and prevailing wage laws. Compliance under this provision includes compliance with all provisions of the Richmond Municipal Code ("Municipal Code"), including Chapters 2.50, 2.52, 2.56, and 2.60, if applicable.

Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor shall promptly provide to City documents and information verifying its compliance with the Living Wage Ordinance. Also as prescribed in § 2.60.070, Contractor shall notify each of its affected employees with regards to the wages that are required to be paid pursuant to the Living Wage Ordinance.

Contractor shall comply with § 2.28.030 of the Municipal Code, obligating every Contractor or subcontractor under a contract or subcontract with the City for public work or for goods or for services to refrain from discriminatory employment or subcontracting practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employee, any applicant for employment or any potential subcontractor.

Contractor acknowledges that the City’s Drug Free Workplace Policy, Violence in the Workplace Policy and the Policy Against Workplace Harassment, are available on the City’s website at
http://www.ci.richmond.ca.us/workplacepolicies
. Contractor agrees to
abide by the terms and conditions of said policies.

20. Limitations upon Subcontracting and Assignment. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 162
General Conditions/EJ/TE 01-19-11 9 of 13

under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the City Council or its designee.

Contractor acknowledges that the services which Contractor shall provide under this Contract are unique, personal services which, except as otherwise provided herein, Contractor shall not assign or sublet to any other party without the prior written approval of City, which approval may be withheld in City's sole and absolute discretion. In the event that City, in writing, approves any assignment or subletting of this Contract or the retention of subcontractors by Contractor, Contractor shall provide to City upon request copies of each and every subcontract contract prior to the execution thereof by Contractor and subcontractor. Any assignment by Contractor of any or all of its rights under this Contract without first obtaining City's prior written consent shall be a default under this Contract.

The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor (if applicable), or of the interest of any general partner or joint venturer or syndicate member if Contractor is a partnership or joint-venture or syndicate, which shall result in a change of control of Contractor, shall be deemed an assignment. For this purpose, control shall mean fifty percent or more of the voting power or twenty-five percent or more of the assets of the corporation, partnership or joint-venture.

21. Integration
. This Contract constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes any previous oral or written agreement; provided, however, that correspondence or documents exchanged between Contractor and City may be used to assist in the interpretation of the Exhibits to this Contract.

22. Modifications and Amendments. This Contract may be modified or amended only by a change order or Contract Amendment executed by both parties and approved as to form by the City Attorney.

23. Conflicting Provisions. In the event of a conflict between these General Conditions and those of any Exhibit or attachment hereto, these General Conditions shall prevail; provided, however, that any Special Conditions as set forth in Exhibit E shall prevail over these General Conditions. In the event of a conflict between the terms and conditions of any two or more Exhibits or attachments hereto, those prepared by City shall prevail over those prepared by the Contractor, and the terms and conditions preferred by the City shall prevail over those preferred by the Contractor.

24. Non-exclusivity. Notwithstanding any provision herein to the contrary, the services provided by Contractor hereunder shall be non-exclusive, and DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 163
General Conditions/EJ/TE 01-19-11 10 of 13

City reserves the right to employ other Contractors in connection with the project.

25. Exhibits. All Exhibits hereto are made a part hereof and incorporated herein by reference; provided, however, that any language in Exhibit A which does not pertain to the project description, proposal, scope of services, or method of compensation (as applicable) , or any corresponding responsibilities of City, shall be deemed extraneous to, and not a part of, this Contract.

26. Force Majeure. Neither party hereto shall be considered in default in the performance of its obligations hereunder to the extent that the performance of such an obligation is prevented or delayed by reason of acts of God, strikes, boycotts, lock-outs, inability to procure materials not related to the price thereof, failure of power, restrictive governmental laws and regulations enacted after the date of this Contract, riots, civil unrest, acts of terrorism, insurrection, war, declaration of a state or national emergency or other reasons of a like nature not within the reasonable control of such party.

27. Time of the Essence. Time is of the essence of this Contract. Contractor and City agree that any time period set forth in Exhibit A represents their best estimates with respect to completion dates and both Contractor and City acknowledge that departures from the schedule may occur.

Therefore, both Contractor and City will use reasonable efforts to notify one another of changes to the schedule. Contractor shall not be responsible for performance delays caused by others, or delays beyond Contractor's control, and such delays shall extend the times for performance of Contractor's work.

28. Confidentiality. Contractor agrees to comply with, and to require its employees, agents and partners to comply with, all applicable State or Federal statutes or regulations respecting confidentially, including but not limited to, the identity of persons served under this Contract, their records, or services provided them, and assures that:

All applications and records concerning any individual made or kept by Contractor or any public officer or agency in connection with the administration of or relating to services provided under this Contract will be confidential, and will not be open to examination for any purposes not directly connected with the administration of such service.

No person will publish or disclose or permit or cause to be published or disclosed, any list of persons receiving services, except as may be required in the administration of such service.

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General Conditions/EJ/TE 01-19-11 11 of 13

29. Third Parties. Nothing herein shall be interpreted as creating any rights or benefits in any third parties. For purposes hereof, transferees or assignees as permitted under this Contract shall not be considered "third parties."

30. Governing Law. This Contract shall be construed in accordance with the law of the State of California without regard to principles of conflicts of law.

This Contract is made in Contra Costa County, California, and any action relating to this Contract shall be instituted and prosecuted in the courts of Contra Costa County, California.

31. Nonrenewal. Contractor understands and agrees that there is no representation, implication, or understanding that the services provided by Contractor under this Contract will be purchased or renewed by the City under a new contract following expiration or termination of this Contract, and waives all rights or claims to notice or hearing respecting any failure by City to continue the purchase of all or any failure to continue purchase of all or any such services from Contractor.

32. Claims. Any claim by Contractor against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six months after accrual of the cause of action.

33. Interpretation. This Contract shall be interpreted as if drafted by both parties.

34. Warranty. In the event that any product shall be provided to the City as part of this Contract, Contractor warrants as follows: Contractor possesses good title to the product and the right to transfer the product to City; the product shall be delivered to the City free from any security interest or other lien; the product meets any specifications contained herein; the product shall be free from material defects in materials and workmanship under normal use for a period of one (1) year from the date of delivery; and the product shall be fit for its intended purpose(s). Notwithstanding the foregoing, consumable and maintenance items (such as light bulbs and batteries) shall be warranted for a period of one hundred and eighty (180) days from the date of delivery. All repairs during the warranty period shall be promptly performed by Contractor, at Contractor's expense, including shipping.

35. Severability. In the event that any of the provisions or portions or applications thereof of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, City and Contractor shall negotiate an equitable adjustment in the provisions of the Contract with a view DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 165
General Conditions/EJ/TE 01-19-11 12 of 13

toward effecting the purpose of this Contract, and the validity and enforceability of the remaining provisions or portions or applications thereof, shall not be affected thereby.

36. Authority. City warrants and represents that the signatory hereto (the Mayor of the City of Richmond or the City Manager) is duly authorized to enter into and execute this Contract on behalf of City. The party signing on behalf of Contractor warrants and represents that he or she is duly authorized to enter into and execute this Contract on behalf of Contractor, and shall be personally liable to City if he or she is not duly authorized to enter into and execute this Contract on behalf of Contractor.

37. Waiver. The waiver by City of any breach of any term or provision of this Contract shall not be construed as a waiver of any subsequent breach.

Inspections or approvals, or statements by any officer, agent or employee of the City relating to the Contractor’s performance, or payments therefore, or any combination of these acts, shall not relieve the Contractor’s obligation to fulfill this Contract as prescribed; nor shall the City be thereby stopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this Contract.

38. Possessory Interest. If this Contract results in the Contractor having possession of, claim to or right to the possession of land or improvements, but does not vest ownership of the land or improvements in the same person, or if this Contract results in the placement of taxable improvements on tax exempt land (Revenue and Taxation Code 107), such interest or improvements may represent a possessory interest subject to property tax, and Contractor may be subject to the payment of property taxes levied on such interest.

39. Performance and Final Acceptance.

Contractor represents that it is experienced, qualified, registered, licensed, equipped, organized and financed to perform the services under this Contract.

Contractor shall perform the services under this Contract with that degree of skill and judgment normally exercised by professional firms performing services of a similar nature in the State of California, and shall be responsible for the professional quality, technical accuracy and coordination of the services it performs under this Contract. In addition to the other rights and remedies which City may have, Contractor shall, at its own expense, correct any services which fail to meet the above standard.

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General Conditions/EJ/TE 01-19-11 13 of 13

City shall provide Contractor an opportunity to cure errors and omission which may be disclosed during the review of submittals, with no increase in the authorized Contract Payment Limit. Should Contractor fail to make necessary corrections in a timely manner, such corrections shall be made by the City and the cost thereof shall be charged to Contractor.

If warranted, City shall determine, and Contractor may request such determination, that Contractor has satisfactorily completed performance of this Contract. Upon such determination, City shall issue to Contractor a written Notice of Final Acceptance, after which Contractor shall not incur further costs under this Contract. Contractor shall respond to such Notice of Final Acceptance by executing and submitting to City a Release and Certificate of Final Payment.

40. Survival
. The rights and obligations of the parties which by their nature survive termination or completion of the services covered by this Contract shall remain in full force and effect after termination or completion.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 167
For the Contract between the City of
Richmond and

EXHIBIT E

SPECIAL CONDITIONS

The General Conditions are hereby amended to include the following modifications and/or provisions (if applicable):

1. The City of Richmond has the option to extend this contract for an additional two-year term not to exceed three years.

2. Section 5 of the Payment Provisions is hereby deleted in its entirety and replaced with the following: "Software-as-a-service providers bill annually in advance and payment is due annually in advance. The City shall not pay late fees or interest."

3. Section 10 of the General Conditions: "Notwithstanding the foregoing, City acknowledges that Contractor is not providing audit or accounting services or advice to the City." is herby added to Section 10 of the General Conditions.

4. Section 4 of the General Conditions is hereby deleted in its entirety and replaced with Debtbook's standard IP related language in Exhibit E. See attached.

FIFTH ASSET, INC., D/B/A/ DEBTBOOK
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 168
Exhibit E
These Terms and Conditions (these “Terms & Conditions”) will govern the City’s access and use of the Services (as defined below) in accordance with the terms of the Contract by and between the City and the Contractor (the “Contract”).

By executing the Contract and using any of the Services, the City agrees to be bound by these Terms.

1. Definitions.
“Aggregated Statistics” means data and information related to City ’s use of the Services that is used by Contractor in an aggregate and anonym ized manner, including statistical and performance information related to the Services.
“Application Services ” means Contractor ’s debt and lease management software -as-a-service application.
“Appropriate Security Measures” means, collectively, commercially reasonable technical and physical controls and safeguards intended to protect City Data against destruction, loss, unauthorized disclosure, or unauthorized access by employees or contractors employed by Contractor . “Authorized User ” means any of City ’s employees, consultants, contractors, or agents who are authorized by City to access and use any of the Services. “City Data” means, other than Aggregated Statistics, information, data, and other content, in any form or medium, that is transmitted by or on behalf of City or an Authorized User through the Services. “Contractor” means Fifth Asset, Inc., d/b/a DebtBook, a Delaware corporation, and its permitted successor and assigns.
“Contractor IP” means (1) the Services, Documentation, and Feedback, includ ing all ideas, concepts, discoveries, strategies, analyses, research, developments, improvements, data, materials, products, documents, works of authorship, processes, procedures, designs, techniques, inventions, and other intellectual property, whether or not patentable or copyrightable, and all embodiments and derivative works of each of the foregoing in any form and media, that are developed, generated or produced by Contractor arising from or related to the Services, Documentation, or Feedback ; and (2) any intellectual property provided to City or any Authorized User in connection with the foregoing other than City Data. “Documentation” means Contractor ’s end user documentation and content, regardless of media, relating to the Services made available fr om time to time on Contractor ’s website at https://support.debtbook.com.
“Feedback” means any comments, questions, suggestions, or similar feedback transmitted in any manner to Contractor, including suggestions for new features, functionality, or changes to the Contractor IP. “Implementation Services ” means onboarding and implementation services, including entry of relevant data, as necessary to make the Application Services available to the City during the Initial Term. “Incorporated Documents ” means, collectively, the Privacy Policy, the Documentation, the SLA, and the Usage Policy, as each may be updated from time to time in accordance with their terms. The Incorporated Documents, as amended, are incorporated into these Terms & Conditions by this reference. Current versions of the Incorporated Documents are available at https://www.debtbook.com/legal. “Privacy Policy” means, collectively, Contractor’s privacy policy and any similar data policies generally applicable to all users of the Application Services, in each case as posted to Contrac tor’s website and as updated from time to time in accordance with their terms. “Services” means, collectively, the Application Services, the Implementation Services, and the Support Services.
“SLA” means the Service Level Addendum generally applicable to all users of the Application Services, as posted to Contractor’s website and as updated from time to time in accordance with its terms. “Support Services ” means the general maintenance services and technical support provided in connection with the Application, as more particularly described in the SLA.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 169
“Term” means the term of the Contract.
“Usage Policy ” means, collectively, Contractor ’s acceptable usage policy, any end user licensing agreement, or any similar policy generally applicable to all end users accessing the Application Services, in each case as posted to Contractor’s website and as updated from time to time in accordance with its terms.

Each capitalized term used but not otherwise defined in these Terms & Conditions has the meaning given to such term in the Contract.

2. Access and Use.
(a) Provision of Access . Subject to the terms and conditions of the Contract , Contractor grants City and City’s Authorized Users a non -exclusive, non-transferable (except as permitted by these Terms) right to access and use the Application Services during the Term, solely for City’s internal use and for the Authorized Users’ use in accordance with the Contract. Contractor will provide to City the necessary passwords and network links or connections to allow City to access the Application Services. (b) Documentation License . Subject to the terms and conditions of the Contract , Contractor grants to City and City’s Authorized Users a non -exclusive, non -sublicensable, non -transferable (except as permitted by these Terms) license to use the Documentation during the Term solely for City’s and its Authorized User’s internal business purposes in connection with its use of the Services. (c) City Responsibilities. City is responsible and liable for its Authorized Users’ access and use of the Services and Documentation, regardless of wheth er such use is permitted by the Contract . City must use reasonable efforts to make all Authorized Users aware of the provisions applicable to their use of the Services, including the Incorporated Documents.
(d) Use Restrictions. City may not at any time, direc tly or indirectly through any Authorized User, access or use the Services in violation of the Usage Policies, including any attempt to (1) copy, modify, or create derivative works of the Services or Documentation, in whole or in part; (2) sell, license, or otherwise transfer or make available the Services or Documentation except as expressly permitted by the Contract ; or (3) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to any software component of the Servi ces, in whole or in part. City will not knowingly transmit any personally identifiable information to Contractor or any other third-party through the Services. (e) Aggregated Statistics . Notwithstanding anything to the contrary in the Contract , Contractor may monitor City’s use of the Services and collect and compile Aggregated Statistics. As between Contractor and City, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by Contractor . Contractor may compile Aggregated Statistics based on City Data input into the Services. Contractor may (1) make Aggregated Statistics publicly available in compliance with applicable law, and (2) use Aggregated Statistics as permitted under applicable law so long as, in each case, Contractor’s use of any Aggregated Statistics does not identify the City or disclose City ’s Confidential Information.

3. Intellectual Property.
(a) Contractor IP. As between City and Contractor, Contractor owns all right, title, and interest, including all intellectual property rights, in and to the Contractor IP. (b) City Data. As between City and Contractor, City owns all right, title, and interest, including all intellectual property rights, in and to the Ci ty Data. City hereby grants to Contractor the right to use the City Data and perform all acts with respect to the City Data as may be necessary or appropriate for Contractor to provide the Services to City.
(c) Effect of Termination. Without limiting either party’s obligations under the Contract, on written request by City made within 30 days after the effective date of termination of the Contract , Contractor, at no further charge to City , will (1) provide City with temporary access to the Application Services to permit City to retrieve its City Data in a commercially transferrable format and (2) use commercially reasonable efforts to assist City, at City’s request, with such retrieval.

4. Limited Warranties.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 170
(a) Functionality & Service Levels . During the Term, the Application Services will operate in a manner consistent with general industry standards reasonably applicable to the provision of the Application Services and will conform in all material respects to the Documentation and service levels set forth in the SLA when accessed and used in accordance with the Documentation. Except as expressly stated in the SLA, Contractor does not make any representation, warranty, or guarantee regarding availability of the Application Services, and the remedies set forth in the SLA are City ’s sole remedies and Contractor ’s sole liability under the limited warranty set forth in this paragraph.
(b) Security. Contractor has implemented Appropriate Security Measures and has made commercially reasonable efforts to ensure its licensors and hosting providers, as the case may be, have implemented Appropriate Security Measures intended to protect City Data. (c) EXCEPT FOR THE WARRANTIES SET FORTH IN THIS SECTION AND IN THE CONTRACT, DEBTBOOK IP IS PROVIDED “AS IS.”
(d) Contractor exercises no control over the flow of information to or from the Application Service, Contractor’s network, or other portions of the Internet. Such flow depends in large part on the performance of Internet services provided or controlled by third parties. At times, actions or inactions of such third parties can impair or disrupt connections to the Internet. Although Contractor will use commercially reasonable efforts to take all actions Contractor deems appropriate to remedy and avoid such events, Contractor cannot guarantee that such events will not occur. ACCORDINGLY, DEBTBOOK DISCLAIMS ANY AND ALL LIABILITY RESULTING

FROM OR RELATING TO ALL SUCH EVENTS, AND EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THE CONTRACT, ANY OTHER ACTIONS OR INACTIONS CAUSED BY OR UNDER THE CONTROL OF A THIRD PARTY.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 171
For the Contract between the City of
Richmond and

EXHIBIT F

INSURANCE PROVISIONS

During the entire term of this Contract and any extension or modification thereof, the CONTRACTOR shall keep in effect insurance policies meeting the insurance requirements specified in the insurance provisions which are attached hereto and incorporated herein by this reference.

FIFTH ASSET, INC., D/B/A/ DEBTBOOK
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 172
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services

Type 2 – Page 1 of 3

Revised: June 2011
In all instances where CONTRACTOR or its representatives will provide professional services (architects, engineers, construction management, counselors, medical professionals, hospitals, clinics, attorneys, consultants, accountants, etc.) to the City of Richmond (City), the City requires the following MINIMUM insurance requirements and limits.

CONTRACTOR shall procure and maintain for the duration of the contract, agreement, or other order for work, services or supplies, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the CONTRACTOR, its agents, representatives, employees or subcontractors. Maintenance of proper insurance coverage is a material element of the contract. Failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract.

CONTRACTOR agrees that in the event of loss due to any of the perils for which it has agreed to provide Commercial General Liability insurance, CONTRACTOR shall look solely to its insurance for recovery.

CONTRACTOR hereby grants to CITY, on behalf of any insurer providing Commercial General Liability insurance to either CONTRACTOR or CITY with respect to the services of CONSULTANT herein, a waiver of any right to subrogation which any such insurer of said CONTRACTOR may acquire against the CITY by virtue of the payment of any loss under such insurance.

Original, signed certificates and original, separate policy endorsements, naming the City as an additional insured for general liability coverage, as well as a waiver of subrogation for Workers’ Compensation insurance, shall be received and approved by the City before any work may begin. However, failure to do so shall not operate as a waiver of these insurance requirements.

City reserves the right to modify or require additional coverages for specific risk exposures depending on scope of CONTRACTORS work.

Minimum coverage is detailed below. The policy limits of coverage shall be made available to the full limits of the policy. The minimum limits stated herein shall not serve to reduce the policy limits of coverage of CONTRACTOR.

Minimum Scope of Insurance – the following forms shall be provided and coverage shall be at least as broad as the following:

1. Insurance Services Office Commercial General Liability coverage (ISO Occurrence Form CG 0001), and including coverage for bodily and personal injury, property damage, and products and completed operations (if applicable).

2. Insurance Services Office Automobile Liability coverage (ISO Form CA 0001, Code 1, Any Auto).

3. Original and Separate Additional Insured Endorsement for General Liability (ISO Form CG 20 10 11/85 or its equivalent) with primary and non-contributory language.

4. Workers’ Compensation Insurance as required by the State of California including Employer’s Liability coverage.

5. Original and Separate Waiver of Subrogation for Workers’ Compensation insurance.

6. Professional Liability or Errors & Omissions Liability Insurance appropriate to the CONTRACTOR’s profession (if required.)

Required Coverage Minimum Limits
Workers’ Compensation and
Employers’ Liability
Statutory limits as required by the State of California including $1 million Employers’ Liability per accident, per employee for bodily injury or disease.

If CONTRACTOR is self-insured, provide a certificate of Permission to Self- Insure, signed by the California Department of Industrial Relations and Self- Insurance. If contractor is a sole proprietor (has no employees) than contractor must sign “Contractor Release of Liability” found at:
http://www.ci.richmond.ca.us/index.aspx?nid=61.

General Liability
(primary and excess limits
combined)
$2,000,000 per occurrence for bodily injury, personal injury and property damage. If the policy includes a general aggregate, either the general aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence limit.

Policy shall be endorsed to name the City of Richmond as an additional insured per the conditions detailed below.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 173
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services

Type 2 – Page 2 of 3

Revised: June 2011
Automobile Liability $1,000,000 per occurrence for bodily injury and property damage.

PROJECT COST R EQUIRED LIMIT
$0 - $1 million $1 million p/o
$1 million - $5 million $2 million p/o
Over $5 million $5 million p/o

Professional Liability or Errors &
Omissions Liability –
Required for all professionals
including architects, engineers,
consultants, construction
management, counselors, medical
professionals, hospitals, clinics,
attorneys and accountants, & other
consultants as may be required by
the City.

Required Policy Conditions
Additional Insured Endorsement

Applicable to General Liability coverage.

The City of Richmond, its officers, officials, employees, agents and volunteers are to be named as additional insureds for all liability arising out of the operations by or on behalf of the named insured including bodily injury, deaths and property damage or destruction arising in any respect directly or indirectly in the performance of this contract.

ISO form CG 20 10 (11/85) or its equivalent is required. If the Contractor is supplying their product or providing a service then the endorsement must not
exclude products and completed operations
coverage. If it does, then CG 20 37 (10/01) is also required.

SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61
.

Primary and Noncontributory The contractor’s insurance coverage must be primary coverage as it pertains to the City, its officers, officials, employees, agents and volunteers. Any insurance or self insurance maintained by the City is wholly separate from the insurance of the contractor and in no way relieves the contractor from its responsibility to provide insurance.

Waiver of Subrogation
Endorsement Form
Contractor’s insurer will provide a Waiver of Subrogation in favor of the City for Workers’ Compensation Insurance during the life of this contract.

SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61.

Deductibles and Self-Insured
Retentions
Any deductible or self-insured retention must be declared to and approved by the City. At the option of the City either the insurer shall reduce or eliminate such deductibles or self-insured retention as respects the City or the CONTRACTOR shall procure a financial guarantee in an amount equal to the deductible or self-insured retention guaranteeing payment of losses and related investigations, claims administration and defense expenses.

Contractor is responsible for satisfaction of the deductible and/or self-insured retention for each loss.

A. M. Best Rating A:VII or Better. If the A.M. Best Rating falls below the required rating, CONTRACTOR must replace coverage immediately and provide notice to City.

Umbrella/Excess Liability Policies
If an Umbrella or Excess Liability Policy is used to meet the liability limits, coverage shall be as broad as specified for underlying coverage’s and cover those insured in the underlying policies.

Claims-Made Policies
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 174
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services

Type 2 – Page 3 of 3

Revised: June 2011
If any insurance policy is written on a claims-made form: 1) the retroactive date must be shown, and must be before the date of the contract or the beginning of contract work. 2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3) If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of five (5) years after completion of contract work.

Subcontractors

CONTRACTOR
shall include all subcontractors as insured under its policies or shall furnish to the City for review and approval, separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

CONTRACTOR agrees to defend and indemnify the City of Richmond for any damage resulting to it from failure of either CONTRACTOR or any subcontractor to take out or maintain the required insurance policies.

The fact that
insurance is obtained by CONTRACTOR, and/or CONTRACTOR’s subcontractors, will not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this contract. Damages recoverable by CITY from CONTRACTOR or any third party will not be limited by the amount of the required insurance coverage.

Verification of Coverage
All original certificates and endorsements shall be received and approved by the City before work may begin .

The City of Richmond reserves the right to require complete, certified copies of all required insurance policies including endorsements affecting the coverage at any time.

Original insurance certificates and required policy endorsements shall be mailed or delivered to the Designated Project Manager for the City of Richmond.

Insurance certificates and endorsements may be faxed to the Designated Project Manger. However, CONTRACTOR must mail the original certificates and endorsements to Designated Project Manager once faxed.

Continuous Coverage
CONTRACTOR shall maintain the required insurance for the life of the contract. Should the CONTRACTOR cease to have insurance as required during this time, all work by the CONTRACTOR pursuant to this agreement shall cease until insurance acceptable to the City is provided. In the event that CONTRACTOR fails to comply with the City’s insurance requirements, the City may take such action as it deems necessary to protect the City’s interests. Such action may include but is not limited to termination of the contract, withholding of payments, or other actions as the City deems appropriate.

If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by the City, CONTRACTOR must provide updated certificates and endorsements indicating that the required coverage, terms and conditions are still in place. Renewal certificates and updated endorsements shall be mailed to the Designated Project Manager.

Cancellation
CONTRACTOR shall ensure that coverage shall not be cancelled, reduced or otherwise materially changed except after thirty (30) days’ prior written notice has been given to the City.

Reporting Requirements

Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers.

Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 175

CITY OF RICHMOND
Standard Contract Approval and Execution Routing Slip

Step 1: Staff Preparation Contractor Name:__________________________ Contract# _______BL#_______Exp. Date:_______ Description of Services ___________________________________________Vendor #___________ Department:_______________________ Project Manager:_________________ Phone:___________ Initial Contract Amount:$_________________________ Term of Contract: ____________________ Total Contract: $ ________________________________
Initial Contract: Amendm ent: 1 2 3 4 Amendment $__________ Check One Attach

1. Check Emergency Justification (Please Attach) One Sole Source Approval Signed (Please Attach) Evidence of Competitive Bidding (Please Attach)

2. Prepare Scope of Work

3. Add Insurance Provisions

4. Obtain Tentative Contractor Approval (Scope of Work, General Conditions, Insurance Provisions)

5. Prepare Contract

6. Secure Legal Opinion

7. Purchasing Division Approval in Munis
City Clerk ensures that contract received City Council approval that took place at the ______________________Council meeting. ____________________City Clerk Signature Delivered Date Return Date
City Attorney ________________ ________________

Mayor ________________ ________________

City Clerk ________________ ________________ City Clerk will return two original documents to Project Manager for the contractor and department and place a copy on the Intranet

Step 2: Council Approval Process (Contracts above $10,000) Step 4: Submit Contractor Signed Documents to City Clerk

Step 3: After City Council Approval, Project Manager Executes Contract by

8. Check
Applicable
boxes
Council Approval
(over $10,000) (Council Meeting Date) _______________

Finance Committee Approval
(over $100,000) (Committee Meeting Date) _______________

This contract is grant funded by ________________________

Obtaining contractor signature on 3 original contracts and attaching Insurance Certificate and additional Insurance Endorsement

Using Agenda Plus System to Place Items on the City Council Agenda for Action

Fifth Asset, Inc. DBA DebtBook
5988
B/L Waived
Debt and Lease Management Software
15336
Finance
Delmy Cuellar
510-620-6790
3/16/2022 - 3/15/2023
40,500
✔
✔
✔
✔
✔
✔
✔
✔
✔
3/15/2022
✔
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 176
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 177
From: Sabrina Lundy
To: Sabrina Lundy
Cc: Jasuara Castaneda; Pamela Christian; Ursula Deloa
Subject: APPROVED CONSENT CALENDAR ITEMS - March 15, 2022, City Council Meeting Date: Wednesday, March 16, 2022 10:30:24 AM
The following Consent Calendar items were approved by the City Council at its March 15, 2022, meeting:

HOUSING AUTHORITY CONSENT CALENDAR
M.1 Continued use of teleconference technology for meetings of the Board of Commissioners of the Richmond Housing Authority pursuant to the provisions of AB 361 ADOPT a resolution requiring the continued use of teleconferencing for the meetings of the Board of Commissioners of the Richmond Housing Authority pursuant to the provisions of AB 361 – City Clerk’s Office (Pamela Christian 510-620-6513).

M.2 Contract with Automatic Door Systems, Inc.

ADOPT a resolution approving a contract with Automatic Door Systems, Inc. to complete the Nevin Plaza front door repair project, for an amount not to exceed $24,591 including a ten (10) percent contingency ($2,229) – Richmond Housing Authority (Nannette Beacham 510-621-1300).

M.3 Emergency Contract with JT Plumbing
ADOPT a resolution approving an emergency contract with JT Plumbing to complete plumbing repairs at Nevin Plaza for an amount not to exceed $11,485 – Richmond Housing Authority (Nannette Beacham 510-621-1300).

M.4 Contract Amendment with CD & Power DBA Got Power ADOPT a resolution approving an emergency contract amendment with CD & Power DBA Got Power to continue to provide load testing, and emergency or urgent repairs to generators at Nevin Plaza in the amount of $8,457.66, for a not to exceed total contract amount of $11,457.66, and extending the term to June 30, 2022 – Richmond Housing Authority (Nannette Beacham 510- 621-1300).

M.5 Housing Authority Minutes
APPROVE the minutes of the January 25, 2022, special Richmond Housing Authority meeting - City Clerk's Office (Pamela Christian 510-620-6513).

CITY COUNCIL CONSENT CALENDAR
W.1 City Clerk's Office
W.1.a Continued use of teleconferencing for the meetings of all City legislative bodies pursuant to the provisions of Assembly Bill (Ab) 361
ADOPT a resolution requiring the continued use of teleconferencing for the meetings of all City legislative bodies pursuant to the provisions of Assembly Bill 361 – City Clerk’s Office (Pamela Christian 510-620-6513).

W.1.b City Council Minutes
APPROVE the minutes of the January 25 and February 1, 2022, regular City Council meetings - City Clerk's Office (Pamela Christian 510-620-6513).

W.2 Community Development
W.2.a Contract with Action Data Systems, LLC
APPROVE a contract with Action Data Systems, LLC to design and develop a mobile and web application for a geolocated, historical walking tour of certain historical sites within the City of Richmond, for an amount not to exceed $15,000, from March 15, 2022, to December 31, 2025 – Community Development Department (Lina Velasco 510-620- DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 178
6706).

W.2.b Housing Element Annual Progress Report 2021
ADOPT a resolution accepting the 2021 Annual Progress Report for the City’s Housing Element (2015-2023) – Community Development Department (Lina Velasco 510-620- 6706).

W.3 Finance Department
W.3.a Contract with Debtbook for Debt and Lease Management Software APPROVE the purchase of DebtBook software using the National Cooperative Purchasing Alliance (NCPA) contract, to aid the City in meeting Governmental Accounting Standard GASB 87 – Accounting for Leases, in an amount not to exceed $13,500, for a term of one year beginning March 16, 2022, through March 15, 2023, with a possible two year extension, for a total contract amount not to exceed $40,500 – Finance Department (Belinda Brown 510-620-6740/Delmy Cuellar 510-620-6790).

W.4 Fire Department
W.4.a Resolution and Interagency Agreement to Support Hazardous Materials Program NOT APPROVED -- Continued to the April 5, 2022, City Council meeting by staff.

W.5 Human Resources
W.5.a Contract with Matrix Consulting Group for Emergency Services Data Analysis and Report APPROVE a contract with Matrix Consulting Group in an amount not to exceed $124,000 to conduct an emergency services data analysis – Human Resources Department (Anil Comelo 510-620-6609).

W.5.b Resolution Amending the Salary Schedule for Neighborhood Change Agent, Resident Housing Manager, Senior Resident Housing Manager
ADOPT a resolution amending the salary schedule for Neighborhood Change Agent, Resident Housing Manager, Senior Resident Housing Manager Classifications – Human Resources Department (Anil Comelo/ Sharrone Taylor 510-620-6600).

W.6 Library and Community Services
W.6.a Graphic Art Services and Promotional Products for Richmondworks and the RichmondBUILD Academy.

APPROVE an amendment to the contract with Alliance Graphics, Inc. to provide additional graphic art services and promotional products for RichmondWORKS and the RichmondBUILD Academy. The contract term will be extended through June 30, 2023, and the contract amount will be increased by $11,000, for a total contract amount not to exceed $51,000 – Library and Community Services Department (Tamara Walker/Fred Lucero 510-621-1562)
W.7 Mayor's Office
W.7.a Appointment(s) to the Zhousan Sister City Commission APPROVE appointment(s) to the Richmond-Zhoushan Sister City Commission; APPOINT Ed Medina, new appointment, seat #7, term expiration date December 31, 2024; Jason Tran, new appointment, seat #9, term expiration date December 31, 2024 – Office of the Mayor (Mayor Tom Butt 510-620-6503).

W.7.b Appointment(s) to the Personnel Board
APPROVE appointment(s) to the Personnel Board; APPOINT Larry Wirsig, new appointment, seat #3, Council appointed, term expiration December 31, 2027; APPOINT Vernetta Buckner, new appointment, seat #5, Council appointed, term expiration December 31, 2027 - Office of the Mayor (Mayor Tom Butt 510-620-6503).

W.7.c Appointment(s) to the Community Police Review Commission APPROVE appointment(s) to the Community Police Review Commission; APPOINT Steven DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 179
Lacy, re-appointment, seat #7, term expiration date November 1, 2024 - Office of the Mayor (Mayor Tom Butt 510-620-6503).

W.7.d Appointment(s) to Update the Design Review Board APPROVE an appointment to the Design Review Board; APPOINT Marcus Christeson, new appointment, seat #6, term expiration date of March 17, 2024 - Office of the Mayor (Mayor Tom Butt 510-620-6503).

W.7.e Appointment(s) to the Library Commission
APPROVE appointment(s) to update the Library Commission; APPOINT Thomas Kaun new appointment, seat #3, term expiration date July 1, 2025 - Office of the Mayor (Mayor Tom Butt 510-620-6503).

W.7.f Appointment(s) to the Urban Forest Advisory Committee APPROVE appointment(s) to the Urban Forest Advisory Committee; APPOINT Robert Stanley, new appointment, seat #4, term expiration date November 17, 2024; Stewart Winchester, new appointment, seat #8, term expiration date November 17, 2024 - Office of the Mayor (Mayor Tom Butt 510-620-6503)
W.8 Public Works
W.8.a Appropriate Revenues and Expenditures Related to Plan Review and Inspection Services for Development Project
ADOPT a resolution for authorization to appropriate $175,000 in revenues and $175,000 in expenditures related to plan review and inspection services for development projects into the Public Works Department Fiscal Year 2021-2022 budget – Public Works Department (Joe Leach 510-620-5478).

W.8.b Contract Amendment for NCE Engineering On-call Professional Services APPROVE a resolution amending NCE (Richmond Engineering Consultant Company) on- call professional services contract to increase their contract funding capacity by $2,060,000, to an amount not to exceed $3,860,000 - Public Works Department (Joe Leach 510-620-5478).

W.8.c Harbour-8 Park Expansion – Land Donation for Subject ADOPT a resolution authorizing the city manager or their designee to execute all required documents to facilitate the acceptance of the 6,800-sf land donation by POGO Park - Public Works Department (Joe Leach 510-620-5478/Greg Hardesty 510-620- 6920).

Resolutions and Ordinances adopted at this meeting and the official minutes will be posted on the City Clerk’s webpage within 14 business days following the City Council meeting.

The Purchasing Division will accept a printout of this email as proof of contract approval by the City Council. Please include a copy of this email with contracts delivered to the City Clerk’s Office for signature routing.

Sabrina Lundy
Richmond City Clerk’s Office
(510) 231-3048

Please Note: This message is being sent on a public e-mail system and may be subject to disclosure pursuant to the California Public Records Act. The City Clerk’s Department is prohibited from giving legal advice (per California Business and Professions Code 6125).

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 180

REQUEST FOR LEGAL OPINION
Print Document - Add Attachments – Deliver to City Attorney’s Office Date:

Department: Initiated by: Phone:

Subject:

Resolution: Ordinance: Contract: RFP/Q: Opinion: Review:

Please indicate the nature of your request and the purpose of the contract or document to be reviewed:

(Items must have completed the review process BEFORE placement on the Agenda)

Deadline for opinion? Meeting Agenda (choose one): City Agency Authority Date:

List Attachments:

RESPONSE BY CITY ATTORNEY’S OFFICE

APPROVED SUBJECT TO CHANGES SHOWN REPLY ATTACHED OTHER

1st Review Date: 2 nd Review Date:
3rd Review Date:

APPROVED AS TO FORM Attorney’s Signature: Date:

rev. 3-07
James Atencio by CS
03/03/2022
Finance
Jerry Gurule
(510)620-6591
Contract with DebtBook for Debt and Lease Management Software ✔
Review the proposed Contact for Debt and Lease Management Software with DebtBook. This Contract is being awarded by "piggy-back" method. The City of Richmond is "piggy-backing" from the National Cooperative Purchasing Alliance formal bid process and award.
✔
03/04/2022
✔
✔
03/15/2022
1- Agenda Report
2- Proposed Contract
3- Request for Proposal
4- DebtBook Award Letter
03/04/2022
✔
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 181

Request for Proposal (RFP) for Debt and Lease Management Software and Consulting Services Solicitation Number: 21-21 Publication Date: Tuesday, June 8th, 2021 Notice to Respondent: Submittal Deadline: Thursday, July 22nd, 2021 2:00 pm CST Questions regarding this solicitation must be submitted to [email protected] no later than Thursday, July 15th, 2021. All questions and answers will be posted to http://www.ncpa.us/solicitations. It is the intention of Region 14 Education Service Center (herein “Region 14 ESC”) to establish a Master Agreement for Debt and Lease Management Software and Consulting Services for use by Region 14 ESC and other public agencies supported under this contract. This Request for Proposal is issued on behalf of the National Cooperative Purchasing Alliance through a public agency clause, which provides that any county, city, special district, local government, school district, private K-12 school, higher education institution, state, other government agency, healthcare organization or nonprofit organization may purchase Products and Services through this contract. Respondents will be required to execute the NCPA Administration Agreement upon award. This contract will allow agencies to purchase on an “as needed” basis from a competitively awarded contract. Respondents are requested to submit their total line of available products and services. While this solicitation specifically covers Debt and Lease Management Software and Consulting Services, respondents are encouraged to submit an offering on any or and all products and services available that they currently perform in their normal course of business. Responses shall be received electronically no later than the submittal deadline via our online Bonfire portal at ncpa.bonfirehub.com Immediately following the deadline, all responses will be publicly opened and the respondents recorded. Any response received later than the specified deadline will be disqualified. Responses will remain sealed by our online Bonfire portal until the bid opening time specified. Responses received outside our online Bonfire portal will not be accepted. Sealed responses may be submitted on any or all items, unless stated otherwise. Proposal may be rejected for failure to comply with the requirements set forth in this invitation.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 182

Competitive Solicitation by Region 14 Education Service Center For Debt and Lease Management Software and Consulting Services On behalf of itself and other Government Agencies And made available through the National Cooperative Purchasing Alliance RFP # 21-21

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514183

Introduction / Scope ¨ Region 14 ESC on behalf of itself and all states, local governments, school districts, and higher education institutions in the United States of America, and other government agencies and non-profit organizations (herein “Public Agency” or collectively “Public Agencies”) is soliciting proposals from qualified vendors to enter into a Master Agreement for a complete line of Debt and Lease Management Software and Consulting Services. ¨ Region 14 ESC, as the lead public agency, has partnered with NCPA to make the resultant contract available to all participating agencies in the United States. NCPA provides marketing and administrative support for the awarded vendor that promotes the successful vendor’s products and services to Public Agencies nationwide. The Vendor will execute the NCPA Administration Agreement (Tab 2) upon award. Vendor should thoroughly review all documents and note any exceptions to NCPA terms and conditions in their proposal. ¨ Awarded vendor(s) shall perform covered services under the terms of this agreement. Respondents shall provide pricing based on a discount from their standard pricing schedules for products and/or services offered. Electronic Catalog and/or price lists must accompany the proposal. Multiple percentage discount structure is also acceptable. Please specify where different percentage discounts apply. Additional pricing and/or discounts may be included. ¨ Each service proposed is to be priced separately with all ineligible items identified. Services may be awarded to multiple vendors. Respondents may elect to limit their proposals to a single service within any category, or multiple services within any and all categories. ¨ National Cooperative Purchasing Alliance (NCPA) Ø The National Cooperative Purchasing Alliance (herein “NCPA”) assists public agencies to increase their efficiency and reduce their costs when procuring goods and services. This is accomplished by awarding competitively solicited contracts that are leveraged nationally by combining the volumes and purchasing power of entities nationwide. Our contracts are available for use by any entity that must comply with procurement laws and regulations. ¨ It is the intention of Region 14 ESC and NCPA to achieve the following objectives through this RFP. Ø Provide a comprehensive competitively solicited Master Agreement offering Products and Services to Public Agencies; Ø Achieve cost savings of Vendors and Public Agencies through a single competitive solicitation process that eliminates the need for multiple proposals; Ø Combine the purchasing power of Public Agencies to achieve cost effective pricing; Ø Reduce the administrative and overhead costs of Vendors and Public Agencies through state of the art purchasing procedures.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 184

Instructions to Respondents ¨ Submission of Response Ø Only responses received via our online Bonfire portal will be accepted. Faxed or mailed responses will not be accepted. Ø Responses may be submitted on any or all items, unless stated otherwise. Region 14 ESC reserves the right to reject or accept any response. Ø Deviations to the terms, conditions and/or specifications shall be conspicuously noted in writing by the respondent and shall be included with the response. Ø Withdrawal of response will not be allowed for a period of 120 days following the opening. Pricing will remain firm for 120 days from submittal. ¨ Required Proposal Format Ø Responses shall be provided electronically via our online Bonfire portal. Tabs should be used to separate the proposal into sections, as identified below. Respondents failing to organize in the manner listed may be considered non-responsive and may not be evaluated. It’s recommended that all tabs, with the exception of Tab 7 (Pricing), be submitted in Portable Document Format (PDF). Please note pricing can be submitted separately in a alternate format (e.g. xlsx, xls, csv). ¨ Tabs Ø Tab 1 – Master Agreement / Signature Form Ø Tab 2 – NCPA Administration Agreement Ø Tab 3 – Vendor Questionnaire Ø Tab 4 – Vendor Profile Ø Tab 5 – Products and Services / Scope Ø Tab 6 - References Ø Tab 7 - Pricing Ø Tab 8 – Value Added Products and Services Ø Tab 9 – Required Documents DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 185

Tab 1 – Master Agreement General Terms and Conditions ¨ Customer Support Ø The vendor shall provide timely and accurate technical advice and sales support. The vendor shall respond to such requests within one (1) working day after receipt of the request. ¨ Disclosures Ø Respondent affirms that he/she has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor or service to a public servant in connection with this contract. Ø The respondent affirms that, to the best of his/her knowledge, the offer has been arrived at independently, and is submitted without collusion with anyone to obtain information or gain any favoritism that would in any way limit competition or give an unfair advantage over other vendors in the award of this contract. ¨ Renewal of Contract Ø Unless otherwise stated, all contracts are for a period of three (3) years with an option to renew for up to two (2) additional one-year terms or any combination of time equally not more than 2 years if agreed to by Region 14 ESC and the vendor. ¨ Funding Out Clause Ø Any/all contracts exceeding one (1) year shall include a standard “funding out” clause. A contract for the acquisition, including lease, of real or personal property is a commitment of the entity’s current revenue only, provided the contract contains either or both of the following provisions: Ø Retains to the entity the continuing right to terminate the contract at the expiration of each budget period during the term of the contract and is conditioned on a best efforts attempt by the entity to obtain appropriate funds for payment of the contract. ¨ Shipments (if applicable) Ø The awarded vendor shall ship ordered products within seven (7) working days for goods available and within four (4) to six (6) weeks for specialty items after the receipt of the order unless modified. If a product cannot be shipped within that time, the awarded vendor shall notify the entity placing the order as to why the product has not shipped and shall provide an estimated shipping date. At this point the participating entity may cancel the order if estimated shipping time is not acceptable. ¨ Tax Exempt Status Ø Since this is a national contract, knowing the tax laws in each state is the sole responsibility of the vendor.

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¨ Payments Ø The entity using the contract will make payments directly to the awarded vendor or their affiliates (distributors/business partners/resellers) as long as written request and approval by NCPA is provided to the awarded vendor. ¨ Adding authorized distributors/dealers Ø Awarded vendors may submit a list of distributors/partners/resellers to sell under their contract throughout the life of the contract. Vendor must receive written approval from NCPA before such distributors/partners/resellers considered authorized. Ø Purchase orders and payment can only be made to awarded vendor or distributors/business partners/resellers previously approved by NCPA. Ø Pricing provided to members by added distributors or dealers must also be less than or equal to the pricing offered by the awarded contract holder. Ø All distributors/partners/resellers are required to abide by the Terms and Conditions of the vendor's agreement with NCPA. ¨ Pricing Ø All pricing submitted shall include the administrative fee to be remitted to NCPA by the awarded vendor. It is the awarded vendor’s responsibility to keep all pricing up to date and on file with NCPA. Ø All deliveries shall be freight prepaid, F.O.B. destination and shall be included in all pricing offered unless otherwise clearly stated in writing ¨ Warranty Ø Proposals should address each of the following: § Applicable warranty and/or guarantees of equipment and installations including any conditions and response time for repair and/or replacement of any components during the warranty period. § Availability of replacement parts § Life expectancy of equipment under normal use § Detailed information as to proposed return policy on all equipment ¨ Indemnity Ø The awarded vendor shall protect, indemnify, and hold harmless Region 14 ESC and its participants, administrators, employees and agents against all claims, damages, losses and expenses arising out of or resulting from the actions of the vendor, vendor employees or vendor subcontractors in the preparation of the solicitation and the later execution of the contract. ¨ Franchise Tax Ø The respondent hereby certifies that he/she is not currently delinquent in the payment of any franchise taxes.

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¨ Supplemental Agreements Ø The entity participating in this contract and awarded vendor may enter into a separate supplemental agreement to further define the level of service requirements over and above the minimum defined in this contract i.e. invoice requirements, ordering requirements, specialized delivery, etc. Any supplemental agreement developed as a result of this contract is exclusively between the participating entity and awarded vendor. ¨ Certificates of Insurance Ø Certificates of insurance shall be delivered to the Public Agency prior to commencement of work. The insurance company shall be licensed in the applicable state in which work is being conducted. The awarded vendor shall give the participating entity a minimum of ten (10) days notice prior to any modifications or cancellation of policies. The awarded vendor shall require all subcontractors performing any work to maintain coverage as specified. ¨ Legal Obligations Ø It is the Respondent’s responsibility to be aware of and comply with all local, state, and federal laws governing the sale of products/services identified in this RFP and any awarded contract and shall comply with all while fulfilling the RFP. Applicable laws and regulation must be followed even if not specifically identified herein. ¨ Protest Ø A protest of an award or proposed award must be filed in writing within ten (10) days from the date of the official award notification and must be received by 5:00 pm CST. Protests shall be filed with Region 14 ESC and shall include the following: § Name, address and telephone number of protester § Original signature of protester or its representative § Identification of the solicitation by RFP number § Detailed statement of legal and factual grounds including copies of relevant documents and the form of relief requested Ø Any protest review and action shall be considered final with no further formalities being considered. ¨ Force Majeure Ø If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. Ø The term Force Majeure as employed herein, shall mean acts of God, strikes, lockouts, or other industrial disturbances, act of public enemy, orders of any kind of government of the DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 188

United States or any civil or military authority; insurrections; riots; epidemics; landslides; lighting; earthquake; fires; hurricanes; storms; floods; washouts; droughts; arrests; restraint of government and people; civil disturbances; explosions, breakage or accidents to machinery, pipelines or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or parties when such settlement is unfavorable in the judgment of the party having the difficulty ¨ Prevailing Wage Ø It shall be the responsibility of the Vendor to comply, when applicable, with the prevailing wage legislation in effect in the jurisdiction of the purchaser. It shall further be the responsibility of the Vendor to monitor the prevailing wage rates as established by the appropriate department of labor for any increase in rates during the term of this contract and adjust wage rates accordingly. ¨ Miscellaneous Ø Either party may cancel this contract in whole or in part by providing written notice. The cancellation will take effect 30 business days after the other party receives the notice of cancellation. After the 30th business day all work will cease following completion of final purchase order. ¨ Open Records Policy Ø Because Region 14 ESC is a governmental entity responses submitted are subject to release as public information after contracts are executed. If a vendor believes that its response, or parts of its response, may be exempted from disclosure, the vendor must specify page-by-page and line-by-line the parts of the response, which it believes, are exempt. In addition, the respondent must specify which exception(s) are applicable and provide detailed reasons to substantiate the exception(s). Ø The determination of whether information is confidential and not subject to disclosure is the duty of the Office of Attorney General (OAG). Region 14 ESC must provide the OAG sufficient information to render an opinion and therefore, vague and general claims to confidentiality by the respondent are not acceptable. Region 14 ESC must comply with the opinions of the OAG. Region14 ESC assumes no responsibility for asserting legal arguments on behalf of any vendor. Respondent are advised to consult with their legal counsel concerning disclosure issues resulting from this procurement process and to take precautions to safeguard trade secrets and other proprietary information.

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Process Region 14 ESC will evaluate proposals in accordance with, and subject to, the relevant statutes, ordinances, rules, and regulations that govern its procurement practices. NCPA will assist Region 14 ESC in evaluating proposals. Award(s) will be made to the prospective vendor whose response is determined to be the most advantageous to Region 14 ESC, NCPA, and its participating agencies. To qualify for evaluation, response must have been submitted on time, and satisfy all mandatory requirements identified in this document. ¨ Contract Administration Ø The contract will be administered by Region 14 ESC. The National Program will be administered by NCPA on behalf of Region 14 ESC. ¨ Contract Term Ø The contract term will be for three (3) year starting from the date of the award. The contract may be renewed for up to two (2) additional one-year terms or any combination of time equally not more than 2 years. Ø It should be noted that maintenance/service agreements may be issued for up to (5) years under this contract even if the contract only lasts for the initial term of the contract. NCPA will monitor any maintenance agreements for the term of the agreement provided they are signed prior to the termination or expiration of this contract. ¨ Contract Waiver Ø Any waiver of any provision of this contract shall be in writing and shall be signed by the duly authorized agent of Region 14 ESC. The waiver by either party of any term or condition of this contract shall not be deemed to constitute waiver thereof nor a waiver of any further or additional right that such party may hold under this contract. ¨ Products and Services additions Ø Products and Services may be added to the resulting contract during the term of the contract by written amendment, to the extent that those products and services are within the scope of this RFP. ¨ Competitive Range Ø It may be necessary for Region 14 ESC to establish a competitive range. Responses not in the competitive range are unacceptable and do not receive further award consideration. ¨ Deviations and Exceptions Ø Deviations or exceptions stipulated in response may result in disqualification. It is the intent of Region 14 ESC to award a vendor’s complete line of products and/or services, when possible. ¨ Estimated Quantities Ø The estimated dollar volume of Products and Services purchased under the proposed Master Agreement is $20 million dollars annually. This estimate is based on the anticipated volume of Region 14 ESC and current sales within the NCPA program. There is no guarantee or commitment of any kind regarding usage of any contracts resulting from this solicitation DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 190

¨ Evaluation Ø Region 14 ESC will review and evaluate all responses in accordance with, and subject to, the relevant statutes, ordinances, rules and regulations that govern its procurement practices. NCPA will assist the lead agency in evaluating proposals. Recommendations for contract awards will be based on multiple factors, each factor being assigned a point value based on its importance. ¨ Formation of Contract Ø A response to this solicitation is an offer to contract with Region 14 ESC based upon the terms, conditions, scope of work, and specifications contained in this request. A solicitation does not become a contract until it is accepted by Region 14 ESC. The prospective vendor must submit a signed Signature Form with the response thus, eliminating the need for a formal signing process. ¨ NCPA Administrative Agreement Ø The vendor will be required to enter and execute the National Cooperative Purchasing Alliance Administration Agreement with NCPA upon award with Region 14 ESC. The agreement establishes the requirements of the vendor with respect to a nationwide contract effort. ¨ Clarifications / Discussions Ø Region 14 ESC may request additional information or clarification from any of the respondents after review of the proposals received for the sole purpose of elimination minor irregularities, informalities, or apparent clerical mistakes in the proposal. Clarification does not give respondent an opportunity to revise or modify its proposal, except to the extent that correction of apparent clerical mistakes results in a revision. After the initial receipt of proposals, Region 14 ESC reserves the right to conduct discussions with those respondent’s whose proposals are determined to be reasonably susceptible of being selected for award. Discussions occur when oral or written communications between Region 14 ESC and respondent’s are conducted for the purpose clarifications involving information essential for determining the acceptability of a proposal or that provides respondent an opportunity to revise or modify its proposal. Region 14 ESC will not assist respondent bring its proposal up to the level of other proposals through discussions. Region 14 ESC will not indicate to respondent a cost or price that it must meet to neither obtain further consideration nor will it provide any information about other respondents’ proposals or prices. ¨ Multiple Awards Ø Multiple Contracts may be awarded as a result of the solicitation. Multiple Awards will ensure that any ensuing contracts fulfill current and future requirements of the diverse and large number of participating public agencies. ¨ Past Performance Ø Past performance is relevant information regarding a vendor’s actions under previously awarded contracts; including the administrative aspects of performance; the vendor’s history of reasonable and cooperative behavior and commitment to customer satisfaction; and generally, the vendor’s businesslike concern for the interests of the customer.

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Evaluation Criteria ¨ Pricing (40 points) Ø Electronic Price Lists § Products, Services, Warranties, etc. price list § Prices listed will be used to establish both the extent of a vendor’s product lines, services, warranties, etc. available from a particular bidder and the pricing per item. ¨ Ability to Provide and Perform the Required Services for the Contract (25 points) Ø Product Delivery within participating entities specified parameters Ø Number of line items delivered complete within the normal delivery time as a percentage of line items ordered. Ø Vendor’s ability to perform towards above requirements and desired specifications. Ø Past Cooperative Program Performance Ø Quantity of line items available that are commonly purchased by the entity. Ø Quality of line items available compared to normal participating entity standards. Ø Provide both On-premise solutions as well as Cloud based solutions. ¨ References (15 points) Ø A minimum of ten (10) customer references for product and/or services of similar scope dating within past 3 years ¨ Technology for Supporting the Program (10 points) Ø Electronic on-line catalog, order entry use by and suitability for the entity’s needs Ø Quality of vendor’s on-line resources for NCPA members. Ø Specifications and features offered by respondent’s products and/or services ¨ Value Added Services Description, Products and/or Services (10 points) Ø Marketing and Training Ø Minority and Women Business Enterprise (MWBE) and (HUB) Participation Ø Customer Service DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 192

Signature Form The undersigned hereby proposes and agrees to furnish goods and/or services in strict compliance with the terms, specifications and conditions at the prices proposed within response unless noted in writing. The undersigned further certifies that he/she is an officer of the company and has authority to negotiate and bind the company named below and has not prepared this bid in collusion with any other Respondent and that the contents of this proposal as to prices, terms or conditions of said bid have not been communicated by the undersigned nor by any employee or agent to any person engaged in this type of business prior to the official opening of this proposal. Prices are guaranteed: 120 days Company name Address City/State/Zip Telephone No. Fax No. Email address Printed name Position with company Authorized signature DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 193

Tab 2 – NCPA Administration Agreement This Administration Agreement is made as of __________________________________, by and between National Cooperative Purchasing Alliance (“NCPA”) and ____________________________________ (“Vendor”). Recitals WHEREAS, Region 14 ESC has entered into a certain Master Agreement dated _______________________, referenced as Contract Number _______________________, by and between Region 14 ESC and Vendor, as may be amended from time to time in accordance with the terms thereof (the “Master Agreement”), for the purchase of Debt and Lease Management Software and Consulting Services; WHEREAS, said Master Agreement provides that any state, city, special district, local government, school district, private K-12 school, technical or vocational school, higher education institution, other government agency or nonprofit organization (hereinafter referred to as “public agency” or collectively, “public agencies”) may purchase products and services at the prices indicated in the Master Agreement; WHEREAS, NCPA has the administrative and legal capacity to administer purchases under the Master Agreement to public agencies; WHEREAS, NCPA serves as the administrative agent for Region 14 ESC in connection with other master agreements offered by NCPA WHEREAS, Region 14 ESC desires NCPA to proceed with administration of the Master Agreement; WHEREAS, NCPA and Vendor desire to enter into this Agreement to make available the Master Agreement to public agencies on a national basis; NOW, THEREFORE, in consideration of the payments to be made hereunder and the mutual covenants contained in this Agreement, NCPA and Vendor hereby agree as follows: ¨ General Terms and Conditions Ø The Master Agreement, attached hereto as Tab 1 and incorporated herein by reference as though fully set forth herein, and the terms and conditions contained therein shall apply to this Agreement except as expressly changed or modified by this Agreement. Ø NCPA shall be afforded all of the rights, privileges and indemnifications afforded to Region 14 ESC under the Master Agreement, and such rights, privileges and indemnifications shall accrue and apply with equal effect to NCPA under this Agreement including, but not limited to, the Vendor’s obligation to provide appropriate insurance and certain indemnifications to Region 14 ESC. Ø Vendor shall perform all duties, responsibilities and obligations required under the Master Agreement in the time and manner specified by the Master Agreement. Ø NCPA shall perform all of its duties, responsibilities, and obligations as administrator of purchases under the Master Agreement as set forth herein, and Vendor acknowledges that NCPA shall act in the capacity of administrator of purchases under the Master Agreement. Ø With respect to any purchases made by Region 14 ESC or any Public Agency pursuant to the Master Agreement, NCPA (a) shall not be construed as a dealer, re-marketer, representative, partner, or agent of any type of Vendor, Region 14 ESC, or such Public Agency, (b) shall not be obligated, liable or responsible (i) for any orders made by Region DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 194

14 ESC, any Public Agency or any employee of Region 14 ESC or Public Agency under the Master Agreement, or (ii) for any payments required to be made with respect to such order, and (c) shall not be obligated, liable or responsible for any failure by the Public Agency to (i) comply with procedures or requirements of applicable law, or (ii) obtain the due authorization and approval necessary to purchase under the Master Agreement. NCPA makes no representations or guaranties with respect to any minimum purchases required to be made by Region 14 ESC, any Public Agency, or any employee of Region 14 ESC or Public Agency under this Agreement or the Master Agreement. Ø The Public Agency participating in the NCPA contract and Vendor may enter into a separate supplemental agreement to further define the level of service requirements over and above the minimum defined in this contract i.e. invoice requirements, ordering requirements, specialized delivery, etc. Any supplemental agreement developed as a result of this contract is exclusively between the Public Agency and Vendor. NCPA, its agents, members and employees shall not be made party to any claim for breach of such agreement. ¨ Term of Agreement Ø This Agreement shall be in effect so long as the Master Agreement remains in effect, provided, however, that the obligation to pay all amounts owed by Vendor to NCPA through the termination of this Agreement and all indemnifications afforded by Vendor to NCPA shall survive the term of this Agreement. ¨ Fees and Reporting Ø The awarded vendor shall electronically provide NCPA with a detailed quarterly report showing the dollar volume of all sales under the contract for the previous quarter. Reports are due on the fifteenth (15th) day after the close of the previous quarter. It is the responsibility of the awarded vendor to collect and compile all sales under the contract from participating members and submit one (1) report. The report shall include at least the following information as listed in the example below: Entity Name Zip Code State PO or Job # Sale Amount Total ________________ Ø Each quarter NCPA will invoice the vendor based on the total of sale amount(s) reported. From the invoice the vendor shall pay to NCPA an administrative fee based upon the tiered fee schedule below. Vendor’s annual sales shall be measured on a calendar year basis. Deadline for term of payment will be included in the invoice NCPA provides. Annual Sales Through Contract Administrative Fee 0 - $30,000,000 2% $30,000,001 - $50,000,000 1.5% $50,000,001+ 1% Ø Supplier shall maintain an accounting of all purchases made by Public Agencies under the Master Agreement. NCPA and Region 14 ESC reserve the right to audit the accounting for a DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 195

period of four (4) years from the date NCPA receives the accounting. In the event of such an audit, the requested materials shall be provided at the location designated by Region 14 ESC or NCPA. In the event such audit reveals an under reporting of Contract Sales and a resulting underpayment of administrative fees, Vendor shall promptly pay NCPA the amount of such underpayment, together with interest on such amount and shall be obligated to reimburse NCPA’s costs and expenses for such audit. ¨ General Provisions Ø This Agreement supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the subject matter hereof, and no other agreement, statement, or promise relating to the subject matter of this Agreement which is not contained herein shall be valid or binding. Ø Awarded vendor agrees to allow NCPA to use their name and logo within website, marketing materials and advertisement. Any use of NCPA name and logo or any form of publicity regarding this contract by awarded vendor must have prior approval from NCPA. Ø If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement or to recover any administrative fee and accrued interest, the prevailing party shall be entitled to reasonable attorney’s fees and costs in addition to any other relief to which such party may be entitled. Ø Neither this Agreement nor any rights or obligations hereunder shall be assignable by Vendor without prior written consent of NCPA, provided, however, that the Vendor may, without such written consent, assign this Agreement and its rights and delegate its obligations hereunder in connection with the transfer or sale of all or substantially all of its assets or business related to this Agreement, or in the event of its merger, consolidation, change in control or similar transaction. Any permitted assignee shall assume all assigned obligations of its assignor under this Agreement. Ø This Agreement and NCPA’s rights and obligations hereunder may be assigned at NCPA’s sole discretion, to an existing or newly established legal entity that has the authority and capacity to perform NCPA’s obligations hereunder Ø All written communications given hereunder shall be delivered to the addresses as set forth below. National Cooperative Purchasing Alliance: Name: ________________________________________ Title: ________________________________________ Address: ________________________________________ ________________________________________ Signature: ________________________________________ Date: ________________________________________ Vendor: ________________________________________ Name: ________________________________________ Title: ________________________________________ Address: ________________________________________ ________________________________________ Signature: ________________________________________ Date: ________________________________________ DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 196

Tab 3 – Vendor Questionnaire Please provide responses to the following questions that address your company’s operations, organization, structure, and processes for providing products and services. ¨ States Covered Ø Bidder must indicate any and all states where products and services can be offered. Ø Please indicate the price co-efficient for each state if it varies. 50 States & District of Columbia (Selecting this box is equal to checking all boxes below) Alabama Maryland South Carolina Alaska Massachusetts South Dakota Arizona Michigan Tennessee Arkansas Minnesota Texas California Mississippi Utah Colorado Missouri Vermont Connecticut Montana Virginia Delaware District of Columbia Nebraska Nevada Washington West Virginia Florida New Hampshire Wisconsin Georgia New Jersey Wyoming Hawaii New Mexico Idaho New York Illinois North Carolina Indiana North Dakota Iowa Ohio Kansas Oklahoma Kentucky Oregon Louisiana Pennsylvania Maine Rhode Island

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All US Territories and Outlying Areas (Selecting this box is equal to checking all boxes below) ¨ Minority and Women Business Enterprise (MWBE) and (HUB) Participation Ø It is the policy of some entities participating in NCPA to involve minority and women business enterprises (MWBE) and historically underutilized businesses (HUB) in the purchase of goods and services. Respondents shall indicate below whether or not they are an M/WBE or HUB certified. § Minority / Women Business Enterprise • Respondent Certifies that this firm is a M/WBE § Historically Underutilized Business • Respondent Certifies that this firm is a HUB ¨ Residency Ø Responding Company’s principal place of business is in the city of _______________________, State of __________ ¨ Felony Conviction Notice Ø Please Check Applicable Box; A publically held corporation; therefore, this reporting requirement is not applicable. Is not owned or operated by anyone who has been convicted of a felony. Is owned or operated by the following individual(s) who has/have been convicted of a felony Ø If the 3rd box is checked, a detailed explanation of the names and convictions must be attached. ¨ Distribution Channel Ø Which best describes your company’s position in the distribution channel: Manufacturer Direct Certified education/government reseller Authorized Distributor Manufacturer marketing through reseller Value-added reseller Other: ______________________________________ ¨ Processing Information Ø Provide company contact information for the following: § Sales Reports / Accounts Payable Contact Person: _____________________________________________________________________ Title: _________________________________________________________________________________ Company: ____________________________________________________________________________ Address: _____________________________________________________________________________ City: ____________________________ State: ________________________ Zip: ______________ Phone: _________________________________ Email: ____________________________________ American Somoa Northern Marina Islands Federated States of Micronesia Puerto Rico Guam U.S. Virgin Islands Midway Islands DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 198

§ Purchase Orders Contact Person: _____________________________________________________________________ Title: _________________________________________________________________________________ Company: ____________________________________________________________________________ Address: _____________________________________________________________________________ City: ____________________________ State: ________________________ Zip: ______________ Phone: _________________________________ Email: ____________________________________ § Sales and Marketing Contact Person: _____________________________________________________________________ Title: _________________________________________________________________________________ Company: ____________________________________________________________________________ Address: _____________________________________________________________________________ City: ____________________________ State: ________________________ Zip: ______________ Phone: _________________________________ Email: ____________________________________ ¨ Pricing Information Ø In addition to the current typical unit pricing furnished herein, the Vendor agrees to offer all future product introductions at prices that are proportionate to Contract Pricing. § If answer is no, attach a statement detailing how pricing for NCPA participants would be calculated for future product introductions. Yes No Ø Pricing submitted includes the required NCPA administrative fee. The NCPA fee is calculated based on the invoice price to the customer. Yes No Ø Vendor will provide additional discounts for purchase of a guaranteed quantity. Yes No ¨ Cooperatives Ø List any other cooperative or state contracts currently held or in the process of securing. Cooperative/State Agency Discount Offered Expires Annual Sales Volume DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 199

Tab 4 – Vendor Profile Please provide the following information about your company: ¨ Company’s official registered name. ¨ Brief history of your company, including the year it was established. ¨ Company’s Dun & Bradstreet (D&B) number. ¨ Company’s organizational chart of those individuals that would be involved in the contract. ¨ Corporate office location. Ø List the number of sales and services offices for states being bid in solicitation. Ø List the names of key contacts at each with title, address, phone and e-mail address. ¨ Define your standard terms of payment. ¨ Who is your competition in the marketplace? ¨ Provide Annual Sales for last 3 years broken out into the following categories: Ø Cities / Counties Ø K-12 Ø Higher Education Ø Other government agencies or nonprofit organizations ¨ What differentiates your company from competitors? ¨ Describe how your company will market this contract if awarded. ¨ Describe how you intend to introduce NCPA to your company. ¨ Describe your firm’s capabilities and functionality of your on-line catalog / ordering website. ¨ Describe your company’s Customer Service Department (hours of operation, number of service centers, etc.) ¨ Green Initiatives Ø As our business grows, we want to make sure we minimize our impact on the Earth’s climate. We are taking every step we can to implement innovative and responsible environmental practices throughout NCPA to reduce our carbon footprint, reduce waste, DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 200

energy conservation, ensure efficient computing and much more. To that effort we ask respondents to provide their companies environmental policy and/or green initiative. ¨ Vendor Certifications (if applicable) Ø Provide a copy of all current licenses, registrations and certifications issued by federal, state and local agencies, and any other licenses, registrations or certifications from any other governmental entity with jurisdiction, allowing respondent to perform the covered services including, but not limited to, licenses, registrations, or certifications. Certifications can include M/WBE, HUB, and manufacturer certifications for sales and service.

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Tab 5 – Products and Services ¨ Respondent shall perform and provide these products and/or services under the terms of this agreement. The supplier shall assist the end user with making a determination of their individual needs. ¨ Region 14 ESC on behalf of the National Cooperative Purchasing Alliance is soliciting a contract that can provide agencies with a comprehensive program to manage all of their debt and lease obligations including providing programs to assure compliance with Governmental Accounting Standards Board (GASB) 87. ¨ Respondents should be able to provide services for all leases and other debt products in order to assist agencies in minimizing their costs associated with the debt products and assure their compliance with all federal state and local laws. Management of these debts and leases must include a clearly defined program to assure compliance with all applicable laws and standards.

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Tab 6 – References ¨ Provide at least ten (10) customer references for products and/or services of similar scope dating within the past three (3) years. Please provide a range of references across all eligible government entity groups including K-12, higher education, city, county, or non-profit entities. ¨ All references should include the following information from the entity: Ø Entity Name Ø Contact Name and Title Ø City and State Ø Phone Ø Years Serviced Ø Description of Services Ø Annual Volume DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 203

Tab 7 – Pricing ¨ Please submit price list electronically via our online Bonfire portal (pricing can be submitted as Discount off MSRP, cost plus, etc). Products, services, warranties, etc. should be included in price list. Prices submitted will be used to establish the extent of a respondent’s products and services (Tab 5) that are available and also establish pricing per item. ¨ Please provide a clear and complete description of your firm’s debt and lease management software and consulting services. ¨ Explain you firms approach to Governmental Accounting Standards Board (GASB) 87 compliance and your firms approach to other existing regulations. ¨ Please provide a description of training services offered as part of your management and compliance programs. ¨ Not To Exceed Pricing Ø NCPA requests pricing be submitted as “not to exceed pricing” for any participating entity. Ø The awarded vendor can adjust submitted pricing lower but cannot exceed original pricing submitted for solicitation. Ø NCPA requests that vendor honor lower pricing for similar size and scope purchases to other members.

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Tab 8 – Value Added Products and Services ¨ Include any additional products and/or services available that vendor currently performs in their normal course of business that is not included in the scope of the solicitation that you think will enhance and add value to this contract for Region 14 ESC and all NCPA participating entities.

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Tab 9 – Required Documents ¨ Clean Air and Water Act / Debarment Notice ¨ Contractors Requirements ¨ Antitrust Certification Statements ¨ Required Clauses for Federal Funds Certifications ¨ Required Clauses for Federal Assistance by FTA ¨ State Notice Addendum DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 206

Clean Air and Water Act & Debarment Notice I, the Vendor, am in compliance with all applicable standards, orders or regulations issued pursuant to the Clean Air Act of 1970, as Amended (42 U.S. C. 1857 (h), Section 508 of the Clean Water Act, as amended (33 U.S.C. 1368), Executive Order 117389 and Environmental Protection Agency Regulation, 40 CFR Part 15 as required under OMB Circular A-102, Attachment O, Paragraph 14 (1) regarding reporting violations to the grantor agency and to the United States Environment Protection Agency Assistant Administrator for the Enforcement. I hereby further certify that my company has not been debarred, suspended or otherwise ineligible for participation in Federal Assistance programs under Executive Order 12549, “Debarment and Suspension”, as described in the Federal Register and Rules and Regulations Potential Vendor Print Name Address City, Sate, Zip Authorized signature Date DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 207

Contractor Requirements Contractor Certification Contractor’s Employment Eligibility By entering the contract, Contractor warrants compliance with the Federal Immigration and Nationality Act (FINA), and all other federal and state immigration laws and regulations. The Contractor further warrants that it is in compliance with the various state statues of the states it is will operate this contract in. Participating Government Entities including School Districts may request verification of compliance from any Contractor or subcontractor performing work under this Contract. These Entities reserve the right to confirm compliance in accordance with applicable laws. Should the Participating Entities suspect or find that the Contractor or any of its subcontractors are not in compliance, they may pursue any and all remedies allowed by law, including, but not limited to: suspension of work, termination of the Contract for default, and suspension and/or debarment of the Contractor. All costs necessary to verify compliance are the responsibility of the Contractor. The offeror complies and maintains compliance with the appropriate statutes which requires compliance with federal immigration laws by State employers, State contractors and State subcontractors in accordance with the E-Verify Employee Eligibility Verification Program. Contractor shall comply with governing board policy of the NCPA Participating entities in which work is being performed Fingerprint & Background Checks If required to provide services on school district property at least five (5) times during a month, contractor shall submit a full set of fingerprints to the school district if requested of each person or employee who may provide such service. Alternately, the school district may fingerprint those persons or employees. An exception to this requirement may be made as authorized in Governing Board policy. The district shall conduct a fingerprint check in accordance with the appropriate state and federal laws of all contractors, subcontractors or vendors and their employees for which fingerprints are submitted to the district. Contractor, subcontractors, vendors and their employees shall not provide services on school district properties until authorized by the District. The offeror shall comply with fingerprinting requirements in accordance with appropriate statutes in the state in which the work is being performed unless otherwise exempted. Contractor shall comply with governing board policy in the school district or Participating Entity in which work is being performed Business Operations in Sudan, Iran In accordance with A.R.S. 35-391 and A.R.S. 35-393, the Contractor hereby certifies that the contractor does not have scrutinized business operations in Sudan and/or Iran. Authorized signature Date DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 208

Antitrust Certification Statements (Tex. Government Code § 2155.005) I affirm under penalty of perjury of the laws of the State of Texas that: (1) I am duly authorized to execute this contract on my own behalf or on behalf of the company, corporation, firm, partnership or individual (Company) listed below; (2) In connection with this bid, neither I nor any representative of the Company has violated any provision of the Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15; (3) In connection with this bid, neither I nor any representative of the Company has violated any federal antitrust law; and (4) Neither I nor any representative of the Company has directly or indirectly communicated any of the contents of this bid to a competitor of the Company or any other company, corporation, firm, partnership or individual engaged in the same line of business as the Company. Company name Address City/State/Zip Telephone No. Fax No. Email address Printed name Position with company Authorized signature DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 209

Required Clauses for Federal Funds Certifications Participating Agencies may elect to use federal funds to purchase under the Master Agreement. The following certifications and provisions may be required and apply when a Participating Agency expends federal funds for any purchase resulting from this procurement process. Pursuant to 2 C.F.R. § 200.326, all contracts, including small purchases, awarded by the Participating Agency and the Participating Agency’s subcontractors shall contain the procurement provisions of Appendix II to Part 200, as applicable. APPENDIX II TO 2 CFR PART 200 (A) Contracts for more than the simplified acquisition threshold currently set at $150,000, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. (B) Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement. (All contracts in excess of $10,000) (C) Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of “federally assisted construction contract” in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 CFR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 CFR part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” Pursuant to Federal Rule (C) above, when a Participating Agency expends federal funds on any federally assisted construction contract, the equal opportunity clause is incorporated by reference herein. (D) Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non- Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 210

for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. (E) Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, all contracts awarded by the non-Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. (F) Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. (G) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as amended— Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non- Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). (H) Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 CFR 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. (I) Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 211

of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. RECORD RETENTION REQUIREMENTS FOR CONTRACTS INVOLVING FEDERAL FUNDS When federal funds are expended by Participating Agency for any contract resulting from this procurement process, offeror certifies that it will comply with the record retention requirements detailed in 2 CFR § 200.333. The offeror further certifies that offeror will retain all records as required by 2 CFR § 200.333 for a period of three years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. CERTIFICATION OF COMPLIANCE WITH THE ENERGY POLICY AND CONSERVATION ACT When Participating Agency expends federal funds for any contract resulting from this procurement process, offeror certifies that it will comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (42 U.S.C. 6321 et seq.; 49 C.F.R. Part 18). CERTIFICATION OF COMPLIANCE WITH BUY AMERICA PROVISIONS To the extent purchases are made with Federal Highway Administration, Federal Railroad Administration, or Federal Transit Administration funds, offeror certifies that its products comply with all applicable provisions of the Buy America Act and agrees to provide such certification or applicable waiver with respect to specific products to any Participating Agency upon request. Purchases made in accordance with the Buy America Act must still follow the applicable procurement rules calling for free and open competition.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 212

Required Clauses for Federal Assistance provided by FTA ACCESS TO RECORDS AND REPORTS Contractor agrees to: a) Maintain all books, records, accounts and reports required under this Contract for a period of not less than three (3) years after the date of termination or expiration of this Contract or any extensions thereof except in the event of litigation or settlement of claims arising from the performance of this Contract, in which case Contractor agrees to maintain same until Public Agency, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. b) Permit any of the foregoing parties to inspect all work, materials, payrolls, and other data and records with regard to the Project, and to audit the books, records, and accounts with regard to the Project and to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed for the purpose of audit and examination. FTA does not require the inclusion of these requirements of Article 1.01 in subcontracts. Reference 49 CFR 18.39 (i)(11). CIVIL RIGHTS / TITLE VI REQUIREMENTS 1) Non-discrimination. In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d, Section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, Section 202 of the Americans with Disabilities Act of 1990, as amended, 42 U.S.C. § 12132, and Federal Transit Law at 49 U.S.C. § 5332, Contractor or subcontractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, marital status age, or disability. In addition, Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. 2) Equal Employment Opportunity. The following Equal Employment Opportunity requirements apply to this Contract: a. Race, Color, Creed, National Origin, Sex. In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal Transit Law at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable Equal Employment Opportunity requirements of U.S. Dept. of Labor regulations, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor, 41 CFR, Parts 60 et seq., and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of this Project. Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, marital status, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, Contractor agrees to comply with any implementing requirements FTA may issue. b. Age. In accordance with the Age Discrimination in Employment Act (ADEA) of 1967, as amended, 29 U.S.C. Sections 621 through 634, and Equal Employment Opportunity Commission (EEOC) implementing regulations, “Age Discrimination in Employment Act”, 29 CFR Part 1625, prohibit employment discrimination by Contractor against individuals on the basis of age, including present and prospective DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 213

employees. In addition, Contractor agrees to comply with any implementing requirements FTA may issue. c. Disabilities. In accordance with Section 102 of the Americans with Disabilities Act of 1990, as amended (ADA), 42 U.S.C. Sections 12101 et seq., prohibits discrimination against qualified individuals with disabilities in programs, activities, and services, and imposes specific requirements on public and private entities. Contractor agrees that it will comply with the requirements of the Equal Employment Opportunity Commission (EEOC), “Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act,” 29 CFR, Part 1630, pertaining to employment of persons with disabilities and with their responsibilities under Titles I through V of the ADA in employment, public services, public accommodations, telecommunications, and other provisions. d. Segregated Facilities. Contractor certifies that their company does not and will not maintain or provide for their employees any segregated facilities at any of their establishments, and that they do not and will not permit their employees to perform their services at any location under the Contractor’s control where segregated facilities are maintained. As used in this certification the term “segregated facilities” means any waiting rooms, work areas, restrooms and washrooms, restaurants and other eating areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees which are segregated by explicit directive or are in fact segregated on the basis of race, color, religion or national origin because of habit, local custom, or otherwise. Contractor agrees that a breach of this certification will be a violation of this Civil Rights clause. 3) Solicitations for Subcontracts, Including Procurements of Materials and Equipment. In all solicitations, either by competitive bidding or negotiation, made by Contractor for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by Contractor of Contractor's obligations under this Contract and the regulations relative to non-discrimination on the grounds of race, color, creed, sex, disability, age or national origin. 4) Sanctions of Non-Compliance. In the event of Contractor's non-compliance with the non-discrimination provisions of this Contract, Public Agency shall impose such Contract sanctions as it or the FTA may determine to be appropriate, including, but not limited to: 1) Withholding of payments to Contractor under the Contract until Contractor complies, and/or; 2) Cancellation, termination or suspension of the Contract, in whole or in part. Contractor agrees to include the requirements of this clause in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. DISADVANTAGED BUSINESS PARTICIPATION This Contract is subject to the requirements of Title 49, Code of Federal Regulations, Part 26, “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs”, therefore, it is the policy of the Department of Transportation (DOT) to ensure that Disadvantaged Business Enterprises (DBEs), as defined in 49 CFR Part 26, have an equal opportunity to receive and participate in the performance of DOT-assisted contracts. 1) Non-Discrimination Assurances. Contractor or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Contract. Contractor shall carry out all applicablerequirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by Contractor to carry out these requirements is a material breach of this Contract, which may result in the termination of this Contract or other such remedy as public agency deems appropriate. Each subcontract Contractor signs with a subcontractor must include the assurance in this paragraph. (See 49 CFR 26.13(b)).

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 214

2) Prompt Payment. Contractor is required to pay each subcontractor performing Work under this prime Contract for satisfactory performance of that work no later than thirty (30) days after Contractor’s receipt of payment for that Work from public agency. In addition, Contractor is required to return any retainage payments to those subcontractors within thirty (30) days after the subcontractor’s work related to this Contract is satisfactorily completed and any liens have been secured. Any delay or postponement of payment from the above time frames may occur only for good cause following written approval of public agency. This clause applies to both DBE and non-DBE subcontractors. Contractor must promptly notify public agency whenever a DBE subcontractor performing Work related to this Contract is terminated or fails to complete its Work, and must make good faith efforts to engage another DBE subcontractor to perform at least the same amount of work. Contractor may not terminate any DBE subcontractor and perform that Work through its own forces, or those of an affiliate, without prior written consent of public agency. 3) DBE Program. In connection with the performance of this Contract, Contractor will cooperate with public agency in meeting its commitments and goals to ensure that DBEs shall have the maximum practicable opportunity to compete for subcontract work, regardless of whether a contract goal is set for this Contract. Contractor agrees to use good faith efforts to carry out a policy in the award of its subcontracts, agent agreements, and procurement contracts which will, to the fullest extent, utilize DBEs consistent with the efficient performance of the Contract. ENERGY CONSERVATION REQUIREMENTS Contractor agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the State energy conservation plans issued under the Energy Policy and Conservation Act, as amended, 42 U.S.C. Sections 6321 et seq. and 41 CFR Part 301-10. FEDERAL CHANGES Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Contract between public agency and the FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor’s failure to so comply shall constitute a material breach of this Contract. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS The provisions include, in part, certain Standard Terms and Conditions required by the U.S. Department of Transportation (DOT), whether or not expressly set forth in the preceding Contract provisions. All contractual provisions required by the DOT, as set forth in the most current FTA Circular 4220.1F, dated November 1, 2008, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Contract. Contractor agrees not to perform any act, fail to perform any act, or refuse to comply with any public agency requests that would cause public agency to be in violation of the FTA terms and conditions. NO FEDERAL GOVERNMENT OBLIGATIONS TO THIRD PARTIES Agency and Contractor acknowledge and agree that, absent the Federal Government’s express written consent and notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying Contract, the Federal Government is not a party to this Contract and shall not be subject to any obligations or liabilities to agency, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying Contract.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 215

Contractor agrees to include the above clause in each subcontract financed in whole or in part with federal assistance provided by the FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. §§ 3801 et seq. and U.S. DOT regulations, “Program Fraud Civil Remedies,” 49 CFR Part 31, apply to its actions pertaining to this Contract. Upon execution of the underlying Contract, Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to me made, pertaining to the underlying Contract or the FTA assisted project for which this Contract Work is being performed. In addition to other penalties that may be applicable, Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on Contractor to the extent the Federal Government deems appropriate. Contractor also acknowledges that if it makes, or causes to me made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. § 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307 (n)(1) on the Contractor, to the extent the Federal Government deems appropriate. Contractor agrees to include the above clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 216

State Notice Addendum The National Cooperative Purchasing Alliance (NCPA), on behalf of NCPA and its current and potential participants to include all county, city, special district, local government, school district, private K-12 school, higher education institution, state, tribal government, other government agency, healthcare organization, nonprofit organization and all other Public Agencies located nationally in all fifty states, issues this Request for Proposal (RFP) to result in a national contract. For your reference, the links below include some, but not all, of the entities included in this proposal: http://www.usa.gov/Agencies/State_and_Territories.shtml https://www.usa.gov/local-governments DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 217
Richmond, CA
Reference: 20220228-231404831
Quote created: February 28, 2022
Quote expires: April 29, 2022
Quote created by: Bill Fray
Regional Sales Director
[email protected]
+1 (407) 463-5117
Comments from Bill Fray
Quote for 3 years at current pricing tiers (and scope - Up to 150 combined debt and lease obligations). The City gets to take advantage of a yearly 10% discount per it's membership to CMTA.

Products & Services
Item & Description Quantity Unit Price Total
'22 Subscription Pricing: Tier 3
This represents the annual subscription charge
your organization pays for access to the
DebtBook platform. There are no additional
charges - this covers onboarding, unlimited
users, external sharing, support and training.
1 $15,000.00 / year $13,500.00 / year
after $1,500.00 discount
for 3 years
'22 Implementation Charge: Tier 3
This covers the cost of our full-service
implementation process for your organization.
1 $0.00 $0.00
Subtotals
Annual subtotal $13,500.00
after $1,500.00 discount
Richmond, CA
450 Civic Center Plaza
Richmond, CA 94804
US
Delmy Cuellar
Accounting Manager
[email protected]
510-620-6970
Belinda Brown
Finance Director/Treasurer
[email protected]
s
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 218
Total $13,500.00
Questions? Contact me
Bill Fray
Regional Sales Director
[email protected]
+1 (407) 463-5117
DebtBook
300 West Summit Ave, Suite 110
Charlotte, NC 28203
United States
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 219
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORETHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVISIONS.

INSURER(S) AFFORDING COVERAGE
INSURER F :INSURER E :INSURER D :INSURER C :INSURER B :INSURER A :NAIC #NAME:CONTACT(A/C, No):FAXE-MAILADDRESS:PRODUCER(A/C, No, Ext):PHONE

INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement onthis certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THISCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIESBELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZEDREPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

OTHER:
(Per accident)(Ea accident)$
$
N / A

SUBRWVDADDLINSD
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIODINDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $$$$PROPERTY DAMAGEBODILY INJURY (Per accident)BODILY INJURY (Per person)COMBINED SINGLE LIMIT

AUTOS ONLYAUTOSAUTOS ONLYNON-OWNEDSCHEDULEDOWNEDANY AUTOAUTOMOBILE LIABILITY Y / NWORKERS COMPENSATIONAND EMPLOYERS' LIABILITYOFFICER/MEMBER EXCLUDED?(Mandatory in NH)DESCRIPTION OF OPERATIONS belowIf yes, describe underANY PROPRIETOR/PARTNER/EXECUTIVE$$$E.L. DISEASE - POLICY LIMITE.L. DISEASE - EA EMPLOYEEE.L. EACH ACCIDENTEROTH-STATUTEPER

LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIABUMBRELLA LIAB $EACH OCCURRENCE$AGGREGATE$OCCURCLAIMS-MADEDEDRETENTION$ $PRODUCTS - COMP/OP AGG$GENERAL AGGREGATE$PERSONAL & ADV INJURY$MED EXP (Any one person)$EACH OCCURRENCEDAMAGE TO RENTED$PREMISES (Ea occurrence)COMMERCIAL GENERAL LIABILITYCLAIMS-MADEOCCURGEN'L AGGREGATE LIMIT APPLIES PER:POLICYPRO-JECTLOC

CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)© 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD

HIREDAUTOS ONLY

EMBROKER
03/21/2022
Embroker Insurance Services LLC
24 Shotwell Street
San Francisco, CA, 94103
8444362765
[email protected]
Fifth Asset, Inc.
300 W Summit Ave
STE 110
Charlotte, NC, 28203
Continental Casualty Company 20443
Hartford Accident and Indemnity Company 22357
CLEAR BLUE INS CO 28860
VALLEY FORGE INS CO 20508
A 7015209125 11/01/2021 11/01/2022
x x
x 10,000

2,000,000
2,000,000
B 57WECAP0THP 12/13/2021 11/01/2022N
x 1,000,000
1,000,000
1,000,000
x
D 7012519506 11/01/2021 11/01/2022
x
x

1,000,000
1,000,000
10,000
1,000,000
2,000,000
2,000,000
D 7012519506 11/01/2021 11/01/2022
x
x

1,000,000
DebtBook
300 W Summit Ave
Charlotte, NC, 28203
C CR01-100199-211 12/20/2021 12/20/2022 Aggregate 1,000,000 Commercial Crime C AX01-1037-03 02/01/2022 02/01/2023 Aggregate 5,000,000 Technology Errors And Omissions Cyber CLEAR BLUE INS CO, NAIC# 28860
Indemnifiable Directors and Officers Liability - AX01-1037-03, 02/01/2022 - 02/01/2023 Aggregate $1,000,000

Evidence of Coverage
DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 220
3/6/22, 1:53 PM Policy Comparison Screen
https://www.cnacentral.com/cnac/servlet/CsGateway?viewName=NPO_POLICY_COMPARISON&actionName=NpoLoadPolicyComparison&oldQuoteNbr=106326… 1/1

CNA Connect Endorsement Summary View Differences Only
Producer: EMBROKER INSURANCE SERVICES
LLC
Producer Code: 097960
Account #: 3037991847 Named Insured: FIFTH ASSET, INC.

Policy #: 7012519506 Endorsement #: J2203021619
Policy Term: 11/01/2021 - 11/01/2022 Endorsement Effective Date:03/01/2022 In Force Policy
Premium:
$487 Endorsement Premium:$0
In Force Policy Endorsement Option 00
Additional Interests
Additional Interest 18
Type: Designated Person or Organization
Location: Location 1 :RICHMOND, CA
Legal Entity: CITY, COUNTY, TOWNSHIP
Name: City of Richmond
Name 2:

Address: 450 Civic Center Plaza
Address 2: 1st Floor
City: RICHMOND
State: CA
Zip: 94804
Loan Number:

Property Description:

This is for informational purposes only. It does not represent an offer of coverage. This potential insured is subject to additional requirements that may affect the insurability of the account or the estimated premiums. Only a policy can provide the actual coverages, conditions, exclusions, premiums, and deductibles.

DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 221
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

Countersigned by
Authorized Representative
Form WC 00 03 13 Printed in U.S.A.

Process Date: 03/02/22 Policy Expiration Date: 11/01/22

WAIVER OF OUR RIGHT TO RECOVER

FROM OTHERS ENDORSEMENT
Policy Number: 57 WEC AP0THP Endorsement Number: 6
Effective Date: 03/01/22 Effective hour is the same as stated on the Information Page of the policy.

Named Insured and Address: Fifth Asset, Inc.
300 W SUMMIT AVE STE 110
CHARLOTTE NC 28203
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule.

This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule.

SCHEDULE
City of Richmond, 450 Civic Center Plaza , Suite 1st Floor, Richmond, CA, 94804
6 DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 222
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DocuSign Envelope ID: 046F844A-1AC8-4C96-A0C3-1E9E902E8514 232

CITY OF RICHMOND

CONTRACT AMENDMENT
Department: Project Manager:

Project Manager E-mail:

Project Manager Phone No:

P.R. No: Vendor No: P.O./Contract No:

Description of Services:

Amendment No. ___ modifies the: (2nd or subsequent amendments attach Amendment History page)

Term, Payment Limit and Service Plan
Payment Limit and Service Plan

Term and Service Plan
Service Plan
The parties to this Contract Amendment do mutually agree and promise as follows:

1. Parties. The parties to this Contract Amendment are the City of Richmond, California, a municipal corporation (City), and the following named Contractor:

Company Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No: / Expiration Date:

A California [ ] corporation, [ ] limited liability corporation [ ] general partnership, [ ] limited partnership, [ ] individual, [ ] non-profit corporation, [ ] individual dba as [specify:]
[ ] other [specify:]

2. Purpose. This Contract Amendment is being entered into to amend the Contract between City and Contractor which was approved by the City Council of the City of Richmond or executed by the City Manager on , which original term commenced on and terminates with an original contract payment limit of $ . Said contract shall hereinafter be referred to as the "Original Contract" and is incorporated herein by reference.

3. Original Contract Provisions. The parties hereto agree to continue to abide by those terms and conditions of the Original Contract, and any amendments thereto, which are unaffected by this Contract Amendment.

Finance
Jerry Gurule
[email protected]
(510) 620-6591
15336
5988
Debt and Lease Management Software, Assist Implementation and Compliance for both GASB 87 Lease Accounting Standards and GASB 96 Subscription-based Information Technology Arrangements. ✔
1 FIFTH ASSET, INC., D/B/A/ DEBTBOOK
300 W. Summit Avenue, Suite 110
Charlotte, NC 28203
Chad Cowen
(206) 409-4683
[email protected]
WAIVED
✔
March 15, 2022
March 16, 2022
March 15, 2023
40,500.00
DocuSign Envelope ID: BC898680-6342-471E-B4FB-50968F5B172F DocuSign Envelope ID: DEE6070F-5CEE-49BA-9B83-520AEC1D69BF 233
Contract Amendment/EJ/TE 09-26-07

4. Amendment Provisions. This Contract Amendment is subject to the Amendment Provisions attached hereto, which are incorporated herein by reference, and which control over any conflicting provisions of the Original Contract, or any amendment thereto.

5. City of Richmond Business License Active Status Maintained. Pursuant to Municipal Code Section 7.04.030, the Contractor must maintain its City of Richmond business license for this Contract Amendment to be deemed to be in effect.

6. Insurance Coverage Updated and Maintained. Pursuant to the Original Contract, the Contractor shall provide the City with updated insurance certificates, and the Contractor shall maintain insurance coverage, for this Contract Amendment to be deemed to be in effect.

7. Signatures. These signatures attest the parties’ agreement hereto:

CITY OF RICHMOND, CALIFORNIA
a municipal corporation

By _______________________

Title:

I hereby certify that the Original Contract
and this Amendment have been approved
by the City Council or executed by the City
Manager.

By _______________________
City Clerk

Approved as to form:

By_______________________
City Attorney

List of Attachments:

1. Amendment Provisions

2. Updated Insurance Certificates

CONTRACTOR:

______________________________

(*The Corporation Chairperson of the Board, President or Vice-President should sign on the line below.)

By____________________________

Title:________________________

(*The Corporation Chief Financial Officer, Secretary or Assistant Secretary should sign on the line below.)

By:___________________________

Title:________________________

(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a
corporation or nonprofit organization, this
Contract (1) should be signed by the
Chairperson of the Board, President or
Vice-President
and the Chief Financial
Officer, Secretary or Assistant Secretary; (2)
should have both signatures conform to
designated representative groups pursuant
to Corporations Code Section 313.

FIFTH ASSET, INC., D/B/A/ DEBTBOOK
DocuSign Envelope ID: BC898680-6342-471E-B4FB-50968F5B172F CEO
Secretary
DocuSign Envelope ID: DEE6070F-5CEE-49BA-9B83-520AEC1D69BF Mayor
234
Contract Amendment between the City of Richmond and

Amendment No. P.O./Contract No.

AMENDMENT PROVISIONS (TERM AND SERVICE PLAN)

1. Paragraph 2 (Term) of the Original Contract is hereby amended to extend the Contract term. Paragraph 2 of the Original Contract is amended to read as follows:

"2. Term . The effective date of this Contract is

_____________________________________________________________ (Insert original contract commencement date)

and it terminates

_____________________________________________________________. (Insert new contract termination date)

unless sooner terminated as provided herein."

2. The Service Plan (Exhibit A) of the Original Contract is hereby amended to include the following tasks and/or services:

Contract Amendment/EJ/TE 9-26-07

FIFTH ASSET, INC., D/B/A/ DEBTBOOK
1 5988
March 16, 2022
March 15, 2025

Debt and Lease Management Software, Assist Implementation and Compliance for both GASB 87 Lease Accounting Standards and GASB 96 Subscription-based Information Technology Arrangements.

DocuSign Envelope ID: BC898680-6342-471E-B4FB-50968F5B172F DocuSign Envelope ID: DEE6070F-5CEE-49BA-9B83-520AEC1D69BF 235

DocID #34720v1

CITY OF RICHMOND

CONTRACT AMENDMENT

The parties to this Contract Amendment do mutually agree and promise as follows:

1. Parties. The parties to this Contract A mendment are the City of Richmond, a public body corporate and politic, and the following named Contractor:

Contractor Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No:

A California: corporation, limited liability corporation, general partnership, limited partnership, individual, non-profit corporation, individual dba as [specify:] _________________________________________ other [specify:] ___________________________________________________

2. Purpose. This Contract Amendment is being entered into t o amend the following Contract between City and Contractor (list terms in effect on the date of initial Contract approval):

City Council Approval Date/City
Manager Execution Date: ____________________________
Effective Date: ___________________; Termination Date: ____________________________ Payment Limit: ___________________.
[check box if applicable] The Contract was previously amended, as described in the amendment history attached to this Contract Amendment, and the terms and conditions of any amendments shall be deemed to be a part of the Contract.

3. Contract Provisions. The parties hereto agr ee to continue to abide by those terms and conditions of the Contract, including any amendments thereto, which are unaffected by this Contract Amendment, and which shall remain in full force and effect.

Department:

City Project Manager:

City Project Manager E-mail:

City Project Manager Phone No:

Vendor No:

Contract No:

Description of Services:

Amendment No. ___ modifies the (check all that apply):

Term Payment Limit Service Plan Complete the Amendment History page if this Amendment is the 2nd or subsequent amendment.

Finance
Jerry Gurule
[email protected]
510-620-6591
15336
5988
Debt, Lease & SBITA Management Software, to aid the City in meeting Govermental Accounting Standards GASB 87 Accounting for Leases and GASB 96 Subscription-based Information Technology Arrangements. 2 Fifth Asset, Inc., D/B/A Debtbook
300 W. Summit Avenue, Suite 110
Charlotte, NC 28203
Chad Cowen
206-409-4683
[email protected]
Waived
03/15/2022
03/16/2022
03/15/2023
40,500.00
Docusign Envelope ID: 44298E1A-297F-4119-8FBB-B891D533BC42 236
DocID #34720v1 Modified January 14, 2025

4. Amendment Provisions. This Contract Amendment is subject to the Amendment Provisions attached hereto, which are incorporated herein by reference, and which control over any conflicting provisions of the Contract.

5. Cit
y of Richmond Business License Active Status Maintained. Pursuant to Municipal Code Section

7.04.030, the Contractor must maintain its City of Richmond business license for this Contract Amendment to be deemed to be in effect.

6. Insur
ance Coverage Updated and Maintained. Pursuant to the Contract, th e Contractor shall provide the City with updated insurance certificates, and the Contractor shall maintain insurance coverage, for this Contract Amendment to be deemed to be in effect.

7. Author
ity; Counterparts; Signatures. Each of the signatories her eto represents and warrants that he or she has the authority to execute this Contract Amendment for the Party on whose behalf he or she is executing this Contract Amendment. This Contract Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The Parties may rely on electronic or scanned signatures as originals. Delivery of an executed signature page of this Contract Amendment by electronic format (including pdf) shall be the same as delivery of an original executed signature page.

CIT

Y OF RICHMOND,
a municipal corp
oration
By: _______________________________
_
Tit
le: ______________________________
Dat
e Signed: ________________________
I he
reby certify that this Amendment has been
approved by the City Council or executed by the
City Manager.

By: ________________
_______________
City Clerk
Appr
oved as to form:

By: _______________________________

City Attorney
[CONTRACTOR NAME]
(*If applicable, the Corporation Chairperson of the
Board, President, or Vice-President should sign
below.)
By: ____________________________________
Title: __________________________________
Date Signed: ____________________________
(*If applicable, the Corporation Chief Financial Officer or Assistant Treasurer, or Secretary or Assistant
Secretary should sign below.)
By: ___________________________________
Title: __________________________________
*(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a corporation or
nonprofit organization, this Contract (1) should be
signed by the Chairperson of the Board, President
or Vice-President and the Chief Financial Officer
or Assistant Treasurer, or Secretary or Assistant
Secretary; (2) should have both signatures
conform to designated representative groups
pursuant to Corporations Code Section 313.)
Fifth Asset, Inc., D/B/A Debtbook
Mayor
Docusign Envelope ID: 44298E1A-297F-4119-8FBB-B891D533BC42 Director of Finance
4/29/2025
CEO
5/1/2025
237
DocID #34720v1 Modified January 14, 2025

AMENDMENT PROVISIONS (AMENDMENT HISTORY)
If no prior amendments, skip to next page.

The first Contract Amendment was approved by City Council or executed by the City Manager on ______________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The second Contract Amendment was approved by
City Council or executed by the City Manager on
_________________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The third Contract Amendment was approved
by City Council or executed by the City Manager on
_______________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The fourth Contract Amendment was approved
by City Council or executed by the City Manager on
________________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The fifth Contract Amendment was approved by Cit
y Council or executed by the City Manager on
________________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not to ex ceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The sixth Contract Amendment was approved b
y City Council or executed by the City Manager on
_______________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
06/05/2023
03/15/2025
14581.00
55081.00
03/15/2026
Docusign Envelope ID: 44298E1A-297F-4119-8FBB-B891D533BC42 238
DocID #34720v1 Modified January 14, 2025

AMENDMENT PROVISIONS (TERM, PAYMENT LIMIT AND/OR SERVICE PLAN) Check all that apply:

TERM

PAYMENT
LIMIT

SERVICE
PLAN
Paragraph 2 (Term) of the Contract is hereby amended to extend the Contract term. Paragraph 2 of the Contract is amended to read as follows:
"2. Term. The effective date of this Contract is
________________________________________________________ (Insert Contract Effective Date)
and it terminates
________________________________________________________. (Insert new Contract termination date)
unless sooner terminated as provided herein."
Paragraph 3 (Payment Limit) of the Contract is hereby amended to increase the payment limit by $__________________. Paragraph 3 of the Contract is amended to read as follows:
"3. Payment Limit. City's total payments to Contractor under this Contract shall not exceed $_____________________ including expenses."
“The City shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the City Council or executed by the City Manager if the total Contract amount does not exceed $10,000 or without the prior approval of the City Council if the total Contract amount is over $10,000.” The Service Plan (Exhibit A) of the Contract is hereby amended to include the following tasks and/or services:
(Insert description of additional tasks/services. Use additional pages if necessary.) ■
03/15/2025
03/15/2026
■
14581.00
55081.00
■
Contractor shall perform the services and shall be compensated as set forth in the Debtbook Renewal Amendment & Order Form that is attached hereto and is incorporated herein by this reference. If there are any conflicts between the attached Debtbook Renewal Amendment & Order Form and the terms and conditions set forth in this Contract and any of its Exhibits, the terms and conditions set forth in this Contract and its Exhibits shall prevail.

Docusign Envelope ID: 44298E1A-297F-4119-8FBB-B891D533BC42 239
Docusign Envelope ID: 44298E1A-297F-4119-8FBB-B891D533BC42 240
Docusign Envelope ID: 44298E1A-297F-4119-8FBB-B891D533BC42 241

DocID #34720v1

CITY OF RICHMOND

CONTRACT AMENDMENT

The parties to this Contract Amendment do mutually agree and promise as follows:

1. Parties. The parties to this Contract A mendment are the City of Richmond, a public body corporate and politic, and the following named Contractor:

Contractor Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No:

A California: corporation, limited liability corporation, general partnership, limited partnership, individual, non-profit corporation, individual dba as [specify:] _________________________________________ other [specify:] ___________________________________________________

2. Purpose. This Contract Amendment is being entered into t o amend the following Contract between City and Contractor (list terms in effect on the date of initial Contract approval):

City Council Approval Date/City
Manager Execution Date: ____________________________
Effective Date: ___________________; Termination Date: ____________________________ Payment Limit: ___________________.
[check box if applicable] The Contract was previously amended, as described in the amendment history attached to this Contract Amendment, and the terms and conditions of any amendments shall be deemed to be a part of the Contract.

3. Contract Provisions. The parties hereto agr ee to continue to abide by those terms and conditions of the Contract, including any amendments thereto, which are unaffected by this Contract Amendment, and which shall remain in full force and effect.

Department:

City Project Manager:

City Project Manager E-mail:

City Project Manager Phone No:

Vendor No:

Contract No:

Description of Services:

Amendment No. ___ modifies the (check all that apply):

Term Payment Limit Service Plan Complete the Amendment History page if this Amendment is the 2nd or subsequent amendment.

Finance
Jerry Gurule
[email protected]
510-620-6591
15336
5988
Debt, Lease & SBITA Management Software, to aid the City in meeting Govermental Accounting Standards GASB 87 Accounting for Leases and GASB 96 Subscription-based Information Technology Arrangements. 3 Fifth Asset, Inc., D/B/A Debtbook
1930 Camden Road, #200
Charlotte, NC 28203
Chad Cowen
206-409-4683
[email protected]
Waived
03/15/2022
03/16/2022
03/15/2023
40,500.00
242
DocID #34720v1 Modified January 14, 2025

4. Amendment Provisions. This Contract Amendment is subject to the Amendment Provisions attached hereto, which are incorporated herein by reference, and which control over any conflicting provisions of the Contract.

5. Cit
y of Richmond Business License Active Status Maintained. Pursuant to Municipal Code Section

7.04.030, the Contractor must maintain its City of Richmond business license for this Contract Amendment to be deemed to be in effect.

6. Insur
ance Coverage Updated and Maintained. Pursuant to the Contract, th e Contractor shall provide the City with updated insurance certificates, and the Contractor shall maintain insurance coverage, for this Contract Amendment to be deemed to be in effect.

7. Author
ity; Counterparts; Signatures. Each of the signatories her eto represents and warrants that he or she has the authority to execute this Contract Amendment for the Party on whose behalf he or she is executing this Contract Amendment. This Contract Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The Parties may rely on electronic or scanned signatures as originals. Delivery of an executed signature page of this Contract Amendment by electronic format (including pdf) shall be the same as delivery of an original executed signature page.

CIT

Y OF RICHMOND,
a municipal corp
oration
By: _______________________________
_
Tit
le: ______________________________
Dat
e Signed: ________________________
I he
reby certify that this Amendment has been
approved by the City Council or executed by the
City Manager.

By: ________________
_______________
City Clerk
Appr
oved as to form:

By: _______________________________

City Attorney
[CONTRACTOR NAME]
(*If applicable, the Corporation Chairperson of the
Board, President, or Vice-President should sign
below.)
By: ____________________________________
Title: __________________________________
Date Signed: ____________________________
(*If applicable, the Corporation Chief Financial Officer or Assistant Treasurer, or Secretary or Assistant
Secretary should sign below.)
By: ___________________________________
Title: __________________________________
*(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a corporation or
nonprofit organization, this Contract (1) should be
signed by the Chairperson of the Board, President
or Vice-President and the Chief Financial Officer
or Assistant Treasurer, or Secretary or Assistant
Secretary; (2) should have both signatures
conform to designated representative groups
pursuant to Corporations Code Section 313.)
Fifth Asset, Inc., D/B/A Debtbook
243
DocID #34720v1 Modified January 14, 2025

AMENDMENT PROVISIONS (AMENDMENT HISTORY)
If no prior amendments, skip to next page.

The first Contract Amendment was approved by City Council or executed by the City Manager on ______________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The second Contract Amendment was approved by
City Council or executed by the City Manager on
_________________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The third Contract Amendment was approved
by City Council or executed by the City Manager on
_______________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The fourth Contract Amendment was approved
by City Council or executed by the City Manager on
________________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The fifth Contract Amendment was approved by Cit
y Council or executed by the City Manager on
________________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not to ex ceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
The sixth Contract Amendment was approved b
y City Council or executed by the City Manager on
_______________________ for one or more of the following provisions (check those that apply):

Increased contract payment limit by $_________________ for a payment limit not t o exceed $ _________________
Term Amendment (insert new termination date): ________________________ Service Plan
06/05/2023
03/15/2025
14581.00
55081.00
03/15/2026
15748.00
70829.00
3/15/2027
244
DocID #34720v1 Modified January 14, 2025

AMENDMENT PROVISIONS (TERM, PAYMENT LIMIT AND/OR SERVICE PLAN) Check all that apply:

TERM

PAYMENT
LIMIT

SERVICE
PLAN
Paragraph 2 (Term) of the Contract is hereby amended to extend the Contract term. Paragraph 2 of the Contract is amended to read as follows:
"2. Term. The effective date of this Contract is
________________________________________________________ (Insert Contract Effective Date)
and it terminates
________________________________________________________. (Insert new Contract termination date)
unless sooner terminated as provided herein."
Paragraph 3 (Payment Limit) of the Contract is hereby amended to increase the payment limit by $__________________. Paragraph 3 of the Contract is amended to read as follows:
"3. Payment Limit. City's total payments to Contractor under this Contract shall not exceed $_____________________ including expenses."
“The City shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the City Council or executed by the City Manager if the total Contract amount does not exceed $10,000 or without the prior approval of the City Council if the total Contract amount is over $10,000.” The Service Plan (Exhibit A) of the Contract is hereby amended to include the following tasks and/or services:
(Insert description of additional tasks/services. Use additional pages if necessary.) ■
03/16/2026
03/15/2027
■
15748.00
70829.00
245
246
247